Cover
Cover - shares | 6 Months Ended | |
Jun. 25, 2022 | Jul. 29, 2022 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 25, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-35588 | |
Entity Registrant Name | Franchise Group, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 27-3561876 | |
Entity Address, Address Line One | 109 Innovation Court, Suite J | |
Entity Address, City or Town | Delaware, | |
Entity Address, State or Province | OH | |
Entity Address, Postal Zip Code | 43015 | |
City Area Code | 740) | |
Local Phone Number | -2222 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 40,361,906 | |
Entity Central Index Key | 0001528930 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q2 | |
Common Stock [Member] | ||
Entity Information [Line Items] | ||
Title of 12(b) Security | Common stock, par value $.01 per share | |
Trading Symbol | FRG | |
Security Exchange Name | NASDAQ | |
Series A Preferred Stock | ||
Entity Information [Line Items] | ||
Title of 12(b) Security | 7.50% Series A Cumulative Preferred Stock, par value $0.01 per share and liquidation preference of $25.00 per share | |
Trading Symbol | FRGAP | |
Security Exchange Name | NASDAQ |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Revenues: | ||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 1,094,998 | $ 862,758 | $ 2,230,467 | $ 1,484,103 |
Operating expenses: | ||||
Direct Costs of Leased and Rented Property or Equipment | 2,741 | 2,935 | 5,603 | 5,940 |
Cost of Revenue | 612,253 | 526,445 | 1,240,362 | 869,270 |
Selling, general, and administrative expenses | 405,639 | 278,157 | 782,633 | 503,702 |
Total operating expenses | 1,017,892 | 804,602 | 2,022,995 | 1,372,972 |
Loss from operations | 77,106 | 58,156 | 207,472 | 111,131 |
Other income (expense): | ||||
Bargain purchase gain | 3,581 | 0 | 3,514 | 0 |
Gain on sale-leaseback transactions, net | 49,854 | 0 | 49,854 | 0 |
Foreign currency transaction gain | 12,853 | 0 | (9,122) | (36,726) |
Interest expense | (88,839) | (22,865) | (181,167) | (70,300) |
Loss before income taxes | 54,555 | 35,291 | 70,551 | 4,105 |
Income tax benefit | 13,572 | 2,770 | 17,250 | (81) |
Income from continuing operations | 40,983 | 32,521 | 53,301 | 4,186 |
Income from discontinued operations, net of tax | 0 | 6,215 | 0 | 48,363 |
Net income | $ 40,983 | $ 38,736 | $ 53,301 | $ 52,549 |
Income per share from continuing operations: | ||||
Basic | $ 0.96 | $ 0.76 | $ 1.22 | $ 0 |
Diluted | 0.94 | 0.74 | 1.19 | 0 |
Net income per share: | ||||
Earnings Per Share, Basic | 0.96 | 0.91 | 1.22 | 1.20 |
Earnings Per Share, Diluted | $ 0.94 | $ 0.89 | $ 1.19 | $ 1.20 |
Weighted Average Number of Shares Outstanding, Basic | 40,356,299 | 40,175,058 | 40,331,855 | 40,142,571 |
Weighted Average Number of Shares Outstanding, Diluted | 41,126,605 | 40,905,567 | 41,148,668 | 40,142,571 |
Product [Member] | ||||
Revenues: | ||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 952,009 | $ 805,768 | $ 1,931,173 | $ 1,389,585 |
Operating expenses: | ||||
Cost of Goods and Services Sold | 600,780 | 522,576 | 1,217,364 | 861,991 |
Service [Member] | ||||
Revenues: | ||||
Revenue from Contract with Customer, Excluding Assessed Tax | 135,648 | 48,193 | 283,929 | 76,768 |
Operating expenses: | ||||
Cost of Goods and Services Sold | 8,732 | 934 | 17,395 | 1,339 |
Rental | ||||
Revenues: | ||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 7,341 | $ 8,797 | $ 15,365 | $ 17,750 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 40,983 | $ 38,736 | $ 53,301 | $ 52,549 |
Unrealized (gain) loss on interest rate swap agreement, net of taxes of $0, $(1), $0, and $13, respectively | 0 | (2) | 0 | 45 |
Foreign currency translation adjustment | 0 | (158) | 0 | (381) |
Forward contracts related to foreign currency exchange rates | 0 | (17) | 0 | 0 |
Other comprehensive income | 0 | 139 | 0 | 426 |
Comprehensive income | $ 40,983 | $ 38,875 | $ 53,301 | $ 52,975 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Comprehensive Income (Loss) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Statement of Comprehensive Income [Abstract] | ||||
Unrealized (gain) loss on interest rate swap agreement, tax amount | $ 0 | $ (1) | $ 0 | $ 13 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 25, 2022 | Dec. 25, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 95,038 | $ 292,714 |
Receivables: | ||
Total Receivables, Current, Net | 178,687 | 118,698 |
Inventory, Net | 825,393 | 673,170 |
Assets Held-for-sale, Not Part of Disposal Group, Current | 27,999 | 0 |
Other current assets | 26,389 | 24,063 |
Total current assets | 1,475,534 | 1,478,212 |
Property, equipment, and software, net | 226,771 | 449,886 |
Equity Securities, FV-NI, Noncurrent | 24,394 | 35,249 |
Accounts and Financing Receivable, after Allowance for Credit Loss, Noncurrent | 10,402 | 11,755 |
Goodwill | 806,653 | 806,536 |
Operating Lease, Right-of-Use Asset | 866,226 | 714,741 |
Indefinite-Lived Trade Names | 222,703 | 222,687 |
Other intangible assets, net | 122,347 | 127,951 |
Other assets | 19,151 | 18,902 |
Total assets | 3,815,001 | 3,913,171 |
Current liabilities: | ||
Current installments of long-term obligations | 322,363 | 486,170 |
Operating Lease, Liability, Current | 178,278 | 173,101 |
Accounts payable and accrued expenses | 425,728 | 410,552 |
Deferred revenue - current | 41,671 | 50,833 |
Total current liabilities | 968,040 | 1,120,656 |
Long-term Debt, Excluding Current Maturities | 1,281,530 | 1,383,725 |
Long-term Debt and Lease Obligation | 701,185 | 557,071 |
Other Liabilities, Noncurrent | 95,392 | 88,888 |
Total liabilities | 3,046,147 | 3,150,340 |
Equity: | ||
Additional paid-in capital | 486,059 | 475,396 |
Retained earnings | 282,346 | 286,987 |
Total equity | 768,854 | 762,831 |
Total liabilities and equity | 3,815,001 | 3,913,171 |
Asset-backed Securities, Securitized Loans and Receivables | ||
Receivables: | ||
Financing Receivable, after Allowance for Credit Loss, Current | 322,028 | 369,567 |
Accounts Receivable, after Allowance for Credit Loss, Noncurrent | 40,820 | 47,252 |
Special voting preferred stock | ||
Equity: | ||
Preferred stock | 45 | 45 |
Class A common stock | ||
Equity: | ||
Common stock | $ 404 | $ 403 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 25, 2022 | Dec. 25, 2021 |
Finite-Lived Intangible Assets, Accumulated Amortization | $ 18,080 | $ 12,164 |
Preferred Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 |
Preferred Stock, Shares Authorized | 20,000,000 | |
Preferred Stock, Shares Issued | 4,541,125 | 4,541,125 |
Class A common stock | ||
Common Stock, Value, Issued | $ 404 | $ 403 |
Common Stock [Member] | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares issued | 40,358,754 | 40,296,688 |
Common Stock, Shares Authorized | 180,000,000 | |
Common Stock, Shares, Outstanding | 40,358,754 | 40,296,688 |
Condensed Consolidated Statem_4
Condensed Consolidated Statement of Stockholders Equity Statement shares in Thousands, $ in Thousands | USD ($) | USS ($) | Franchise Agreements [Member] USD ($) | Reacquired Rights [Member] USD ($) | Trade Names [Member] USD ($) | Common Stock [Member] USD ($) shares | Preferred Stock [Member] USD ($) shares | Preferred Stock [Member] Series A Preferred Stock USD ($) shares | Parent [Member] USD ($) | Parent [Member] Common Stock [Member] USD ($) | Parent [Member] Preferred Stock [Member] USD ($) | Parent [Member] Series A Preferred Stock USD ($) | Additional Paid-in Capital [Member] USD ($) | Additional Paid-in Capital [Member] USS ($) | Additional Paid-in Capital [Member] Series A Preferred Stock USD ($) | AOCI Attributable to Parent [Member] USD ($) | Retained Earnings [Member] USD ($) | Retained Earnings [Member] Common Stock [Member] USD ($) | Retained Earnings [Member] Preferred Stock [Member] USD ($) |
Shares, Outstanding | shares | 40,092 | 1,250 | |||||||||||||||||
Stockholders' Equity Attributable to Parent | $ 401,000 | $ 13,000 | $ 385,167,000 | $ 382,383,000 | $ (1,399,000) | $ 3,769,000 | |||||||||||||
Stock Issued During Period, Value, Acquisitions | 385,000 | 385,000 | |||||||||||||||||
Net Income (Loss) Attributable to Parent | $ 52,549,000 | ||||||||||||||||||
Other Comprehensive Income (Loss), Net of Tax | 426,000 | ||||||||||||||||||
Stock Issued During Period, Shares, Acquisitions | shares | 36 | ||||||||||||||||||
Adjustment to APIC, Share-based Compensation, Requisite Service Period Recognition, Shares | shares | 80 | ||||||||||||||||||
Stock Issued During Period, Value, Conversion of Convertible Securities | $ (32,000) | $ (79,542,000) | $ (79,510,000) | ||||||||||||||||
Stock Issued During Period, Shares, Conversion of Convertible Securities | shares | (3,291) | ||||||||||||||||||
Adjustment to APIC, Share-based Compensation, Requisite Service Period Recognition | 5,074,000 | 5,073,000 | |||||||||||||||||
Dividends | $ (30,891,000) | $ (4,257,000) | $ (30,891,000) | $ (4,257,000) | |||||||||||||||
Net Income (Loss) Available to Common Stockholders, Basic | 48,292,000 | 52,549,000 | |||||||||||||||||
Net loss | 52,549,000 | ||||||||||||||||||
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent | 426,000 | 426,000 | |||||||||||||||||
Shares Issued, Value, Share-based Payment Arrangement, after Forfeiture | $ 1,000 | ||||||||||||||||||
Shares, Outstanding | shares | 40,157 | 4,541 | |||||||||||||||||
Stockholders' Equity Attributable to Parent | $ 402,000 | $ 45,000 | 463,460,000 | 464,106,000 | (1,112,000) | 19,000 | |||||||||||||
Stock Issued During Period, Value, Acquisitions | 360,000 | 360,000 | |||||||||||||||||
Net Income (Loss) Attributable to Parent | 38,736,000 | ||||||||||||||||||
Other Comprehensive Income (Loss), Net of Tax | 139,000 | ||||||||||||||||||
Stock Issued During Period, Shares, Acquisitions | shares | 33 | ||||||||||||||||||
Adjustment to APIC, Share-based Compensation, Requisite Service Period Recognition, Shares | shares | 18 | ||||||||||||||||||
Stock Issued During Period, Value, Conversion of Convertible Securities | $ 0 | $ (1,000) | $ (1,000) | ||||||||||||||||
Stock Issued During Period, Shares, Conversion of Convertible Securities | shares | 0 | ||||||||||||||||||
Adjustment to APIC, Share-based Compensation, Requisite Service Period Recognition | 2,884,000 | 2,884,000 | |||||||||||||||||
Dividends | $ (15,457,000) | $ (2,128,000) | $ (15,457,000) | $ (2,128,000) | |||||||||||||||
Net Income (Loss) Available to Common Stockholders, Basic | 36,608,000 | 38,736,000 | |||||||||||||||||
Net loss | 38,736,000 | ||||||||||||||||||
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent | 139,000 | 139,000 | |||||||||||||||||
Shares Issued, Value, Share-based Payment Arrangement, after Forfeiture | $ 0 | ||||||||||||||||||
Shares, Outstanding | shares | 40,208 | 4,541 | |||||||||||||||||
Stockholders' Equity Attributable to Parent | $ 402,000 | $ 45,000 | 487,995,000 | 467,351,000 | (973,000) | 21,170,000 | |||||||||||||
Shares, Outstanding | shares | 40,297 | 4,541 | |||||||||||||||||
Stockholders' Equity Attributable to Parent | 762,831,000 | $ 403,000 | $ 45,000 | 762,831,000 | 475,396,000 | 0 | 286,987,000 | ||||||||||||
Intangible Assets, Net (Excluding Goodwill) | 127,951,000 | $ 1,458,000 | |||||||||||||||||
Indefinite-Lived Trademarks | $ 222,687,000 | ||||||||||||||||||
Net Income (Loss) Attributable to Parent | 53,301,000 | 53,301,000 | 53,301,000 | ||||||||||||||||
Other Comprehensive Income (Loss), Net of Tax | 0 | ||||||||||||||||||
Stock Issued During Period, Value, Stock Options Exercised | 180,000 | 180,000 | |||||||||||||||||
Stock Issued During Period, Shares, Acquisitions | shares | 46 | ||||||||||||||||||
Adjustment to APIC, Share-based Compensation, Requisite Service Period Recognition | 10,435,000 | 10,434,000 | |||||||||||||||||
Dividends | (53,685,000) | (53,685,000) | |||||||||||||||||
Net Income (Loss) Available to Common Stockholders, Basic | 49,044,000 | ||||||||||||||||||
Dividends, Preferred Stock, Cash | (4,257,000) | (4,257,000) | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | shares | 15 | ||||||||||||||||||
Shares Issued, Value, Share-based Payment Arrangement, after Forfeiture | $ 1,000 | ||||||||||||||||||
Stock Issued During Period, Value, New Issues | $ 49 | $ 49 | |||||||||||||||||
Stock Issued During Period, Shares, New Issues | shares | 1 | ||||||||||||||||||
Shares, Outstanding | shares | 40,354 | 4,541 | |||||||||||||||||
Stockholders' Equity Attributable to Parent | $ 404,000 | $ 45,000 | 751,686,000 | 480,628,000 | 0 | 270,609,000 | |||||||||||||
Net Income (Loss) Attributable to Parent | 40,983,000 | 40,983,000 | 40,983,000 | ||||||||||||||||
Other Comprehensive Income (Loss), Net of Tax | 0 | ||||||||||||||||||
Stock Issued During Period, Shares, Acquisitions | shares | 4 | ||||||||||||||||||
Adjustment to APIC, Share-based Compensation, Requisite Service Period Recognition | 5,407,000 | 5,407,000 | |||||||||||||||||
Dividends | (27,117,000) | (27,117,000) | |||||||||||||||||
Net Income (Loss) Available to Common Stockholders, Basic | 38,854,000 | ||||||||||||||||||
Dividends, Preferred Stock, Cash | (2,129,000) | (2,129,000) | |||||||||||||||||
Shares Issued, Value, Share-based Payment Arrangement, after Forfeiture | $ 0 | ||||||||||||||||||
Stock Issued During Period, Value, New Issues | $ 24 | $ 24 | |||||||||||||||||
Stock Issued During Period, Shares, New Issues | shares | 1 | ||||||||||||||||||
Shares, Outstanding | shares | 40,359 | 4,541 | |||||||||||||||||
Stockholders' Equity Attributable to Parent | 768,854,000 | $ 404,000 | $ 45,000 | $ 768,854,000 | $ 486,059,000 | $ 0 | $ 282,346,000 | ||||||||||||
Intangible Assets, Net (Excluding Goodwill) | $ 122,347,000 | $ 85,544,000 | $ 1,430,000 | ||||||||||||||||
Indefinite-Lived Trademarks | $ 222,703,000 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 25, 2022 | Jun. 26, 2021 | |
Operating Activities | ||
Net income | $ 53,301 | $ 52,549 |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ||
Provision for doubtful accounts | 56,840 | 1,910 |
Other Depreciation and Amortization | 42,236 | 31,157 |
Amortization of Debt Issuance Costs | 12,032 | 69,923 |
Servicing Liability at Amortized Cost, Amortization | 128,208 | |
Stock-based compensation expense | 10,853 | 5,478 |
Change in fair value of investment | 10,855 | 0 |
Gain (Loss) on Sale of Intangible and Other Assets | (55,883) | (731) |
Gain (Loss) on Disposition of Other Assets | (2,182) | 645 |
Changes in other assets and liabilities | (206,572) | (55,305) |
Net Cash Provided by (Used in) Operating Activities, Continuing Operations | 49,688 | 105,626 |
Investing Activities | ||
Assets Acquired from Franchisees and Area Developers | (21,809) | (25,028) |
Proceeds from Sale of Intangible Assets | 240,558 | 293 |
Payments to Acquire Businesses, Net of Cash Acquired | (3,754) | (462,821) |
Payments to Operating Loans to Franchisees | 0 | (17,612) |
Proceeds from Repayments on Operating Loans to Franchisees | 1,000 | 23,013 |
Net Cash Provided by (Used in) Investing Activities | 215,995 | (482,155) |
Net cash (used in) investing activities | 215,995 | (482,155) |
Financing Activities | ||
Dividends paid | (54,665) | (32,808) |
Proceeds from Long-term Lines of Credit | 219,056 | 1,306,724 |
Repayments of Other Long-term Debt | (625,746) | (856,385) |
Issuance of common stock | 49 | 0 |
Issuance of preferred stock | 0 | 79,542 |
Finance Lease, Principal Payments | (1,383) | 0 |
Payment for debt issue costs and prepayment penalty on extinguishment | (431) | (87,502) |
Payment, Tax Withholding, Share-based Payment Arrangement | (239) | (18) |
Net cash provided by (used in) financing activities | (463,359) | 409,553 |
Effect of exchange rate changes on cash, net | 0 | 142 |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Period Increase (Decrease), Including Exchange Rate Effect | (197,676) | 33,166 |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | 95,038 | 184,668 |
Cash and Cash Equivalents, at Carrying Value, Ending Balance | 95,038 | 165,432 |
Supplemental disclosures of cash flow information: | ||
Cash paid for interest, net of capitalized interest of $4 and $3, respectively | 17,842 | 1,284 |
Cash paid for taxes, net of refunds | 42,013 | 61,249 |
Payments to Acquire Software | 2,751 | 3,406 |
Capital Expenditures Incurred but Not yet Paid | 0 | 1,211 |
Restricted Cash, Noncurrent | 0 | 367 |
Restricted Cash and Cash Equivalents | 95,038 | 184,668 |
Discontinued Operations, Held-for-sale | Liberty Tax [Member] | ||
Supplemental disclosures of cash flow information: | ||
Disposal Group, Including Discontinued Operation, Cash and Cash Equivalents | $ 0 | $ 18,869 |
Organization and Significant Ac
Organization and Significant Accounting Policies | 3 Months Ended |
Jun. 25, 2022 | |
Accounting Policies [Abstract] | |
Organization and Significant Accounting Policies | Basis of Presentation Unless otherwise stated, references to the "Company," "we," "us," and "our" in this Quarterly Report on Form 10-Q (the "Quarterly Report") refer to Franchise Group, Inc. and its direct and indirect subsidiaries on a consolidated basis. The unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") for interim financial information and pursuant to the requirements of Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete consolidated financial statements. The unaudited condensed consolidated financial statements should be read in conjunction with the Company's Form 10-K for the year ended December 25, 2021 that was filed with the Securities and Exchange Commission (“SEC”) on February 23, 2022 (the “Form 10-K”). In the opinion of management, all adjustments (including those of a normal recurring nature) necessary for a fair presentation of such condensed consolidated financial statements in accordance with GAAP have been recorded. The December 25, 2021 balance sheet information was derived from the audited financial statements as of that date. Accounting Pronouncements In June 2016, the Financial Accounting Standards Board ("FASB") issued ASU No. 2016-13, " Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments ", which changes how companies will measure credit losses for most financial assets and certain other instruments that aren't measured at fair value through net income. The standard replaces the "incurred loss" approach with an "expected loss" model for instruments measured at amortized cost (which generally will result in the earlier recognition of allowances for losses) and requires companies to record allowances for available-for-sale debt securities, rather than reduce the carrying amount. In addition, companies will have to disclose significantly more information, including information used to track credit quality by year of origination, for most financing receivables. The ASU should be applied as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the standard is effective. The ASU is effective for the Company for the fiscal year beginning January 1, 2023. The Company is currently evaluating the impact of the adoption of this standard on its consolidated financial statements. In January 2017, the FASB issued ASU No. 2017-04, “ Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. ” This standard eliminates Step 2 from the goodwill impairment test. Instead, an entity should compare the fair value of a reporting unit with its carrying amount and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value, not to exceed the total amount of goodwill allocated to the reporting unit. The ASU is effective for the Company for the fiscal year beginning January 1, 2023. The Company is currently evaluating the impact of the adoption of this standard to its consolidated financial statements. The London Interbank Offered Rate ("LIBOR") is scheduled to be discontinued on June 30, 2023. In an effort to address the various challenges created by such discontinuance, the FASB issued an amendment to existing guidance, ASU No. 2020-04 " Reference Rate Reform. " The amended guidance is designed to provide relief from the accounting analysis and impacts that may otherwise be required for modifications to agreements (e.g. loans, debt securities, derivatives, borrowings) necessitated by the reference rate reform. It also provides option expedients to enable companies to continue to apply hedge accounting to certain hedging relationships impacted by the reference rate reform. As further described in "Note 7. Long-Term Obligations", the Company entered into an amendment to a debt agreement which changed the reference rate from LIBOR to Secured Overnight Financing Rate ("SOFR"). The adoption of ASU 2020-04 did not result in a material impact to the Company's financial results or disclosures. |
Acquisitions
Acquisitions | 6 Months Ended |
Jun. 25, 2022 | |
Business Combinations [Abstract] | |
Acquisitions | (2) Acquisitions The Company continually looks to diversify and grow its portfolio of brands through acquisitions. On September 27, 2021, the Company completed its acquisition (the "Sylvan Acquisition") of Sylvan Learning ("Sylvan"), and o n November 22, 2021, the Company completed its acquisition (the "Badcock Acquisition" and, together with the Sylvan Acquisition, the “Acquisitions”) of W.S. Badcock Corporation ("Badcock"). Badcock Acquisition On November 22, 2021, the Company completed the Badcock Acquisition. The preliminary fair value of the consideration transferred at the acquisition date was $548.8 million. For the six months ended June 25, 2022, $0.8 million of acquisition fees had been incurred that are recorded in selling, general and administrative expenses. The table below summarizes the unaudited preliminary estimates of the fair values of the identifiable assets acquired and liabilities assumed in the Badcock Acquisition on November 22, 2021. The preliminary estimates of the fair value of identifiable assets acquired and liabilities assumed are subject to revisions, which may result in an adjustment to the preliminary values presented below. In the six months ended June 25, 2022, the preliminary estimates of the fair value of identifiable assets acquired and liabilities assumed were adjusted, which resulted in an increase to the bargain purchase gain of $3.5 million. The increase was primarily due to the valuation of the property, plant, and equipment partially offset by an increase in other long-term liabilities for deferred taxes. The Company expects to complete the purchase price allocation as soon as reasonably possible but not to exceed one year from the date of completion of the Badcock Acquisition. (In thousands) Preliminary Cash and cash equivalents $ 23,413 Inventories, net 130,045 Accounts receivable 411,268 Other current assets 5,023 Property, plant, and equipment 238,865 Operating lease right-of-use assets 55,626 Other non-current assets 2,506 Total assets 866,746 Current operating lease liabilities 12,070 Accounts payable and accrued expenses 71,436 Other current liabilities 18,942 Current installments of long-term obligations 5,261 Long-term obligations, excluding current installments 7,247 Non-current operating lease liabilities 39,599 Other long-term liabilities 27,849 Total liabilities 182,404 Bargain purchase gain (135,557) Consideration transferred $ 548,785 Operating lease right-of-use assets of $55.6 million and operating and lease liabilities of $51.7 million, consist of leases for retail store locations, warehouses and office equipment. Property, plant, and equipment consists of fixtures and equipment of $93.0 million, buildings and building improvements of $98.0 million, land and land improvements of $33.4 million, leasehold improvements of $23.7 million, and construction in progress of $1.4 million. During the six months ended June 25, 2022, the preliminary estimates of the fair value of identifiable assets acquired and liabilities assumed were adjusted, which resulted in a $3.5 million increase to the bargain purchase gain for a cumulative bargain purchase gain of $135.6 million. The adjustment is classified as "Bargain purchase gain" on the Consolidated Statements of Operations. The Company believes the seller in the Badcock Acquisition was willing to accept a bargain purchase price in return for the Company's ability to act more quickly, partially due to the Company's access to capital to complete the transaction, and with greater certainty than any other prospective acquirer. Additionally, the Company believes the seller in the Badcock Acquisition was motivated to complete the transaction as part of an overall repositioning of its business. Upon completion of this reassessment, the Company concluded that recording a bargain purchase gain with respect to the Badcock Acquisition was appropriate and required under GAAP. The tax impact related to the bargain purchase gain was non-taxable and impacted the Company's effective tax rate for the period. Sylvan Acquisition On September 27, 2021, the Company completed the Sylvan Acquisition. The preliminary fair value of the consideration transferred at the acquisition date was $82.9 million. The table below summarizes the preliminary estimates of the fair values of the identifiable assets acquired and liabilities assumed in the Sylvan Acquisition on September 27, 2021. The preliminary estimates of the fair value of identifiable assets acquired and liabilities assumed are subject to revisions, which may result in an adjustment to the preliminary values presented below. The Company expects to complete the purchase price allocation as soon as reasonably possible but not to exceed one year from the date of completion of the Sylvan Acquisition. (In thousands) Preliminary Cash and cash equivalents $ 4,364 Other current assets 3,592 Property, plant, and equipment 26,324 Goodwill 19,406 Tradenames 24,987 Operating lease right-of-use assets 2,874 Other intangible assets 19,412 Other non-current assets 185 Total assets 101,144 Current operating lease liabilities 891 Accounts payable and accrued expenses 6,072 Non-current operating lease liabilities 1,984 Other long-term liabilities 9,320 Total liabilities 18,267 Consideration transferred $ 82,877 Other intangible assets consists of the franchise agreements of $18.3 million and proprietary content of $1.1 million. Property, plant and equipment consists of fixtures and equipment of $0.3 million, leasehold improvements of $0.7 million, and software and electronic content of $25.3 million. Goodwill is calculated as the excess of the purchase price over the fair value of the net assets acquired. The goodwill recognized is attributable to operational synergies in the expected franchise models and growth opportunities. None of the acquired goodwill is deductible for tax purposes. Pet Supplies Plus Acquisition On March 10, 2021, the Company completed its acquisition of Pet Supplies Plus. Goodwill is calculated as the excess of the purchase price over the fair value of the net assets acquired. The goodwill recognized is attributable to operational synergies in the expected franchise models and growth opportunities. All of the acquired goodwill is deductible for tax purposes. Wag N' Wash Acquisition On February 22, 2022, the Company's Pet Supplies Plus segment completed the acquisition of Wag N' Wash, an emerging natural pet food, self-wash, and grooming franchise, for an all cash purchase price of $0.9 million, and five of the Wag N' Wash stores were subsequently sold to a franchisee for $0.6 million. The components of the purchase price allocation are not presented herein due to the immateriality of the transaction to the Company overall. Pro forma financial information The following unaudited consolidated pro forma summary has been prepared by adjusting the Company's historical data to give effect to the Acquisitions as if they had occurred on January 1, 2020. Pro forma (Unaudited) Three Months Ended Six Months Ended (In thousands) June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Revenue $ 1,094,997 $ 1,101,517 $ 2,230,467 $ 2,145,743 Net income 38,275 64,277 50,642 119,691 Basic net income per share $ 0.90 $ 1.55 $ 1.15 $ 2.88 Diluted net income per share $ 0.88 $ 1.52 $ 1.13 $ 2.82 These unaudited pro forma results include adjustments such as inventory step-up, amortization of acquired intangible assets, depreciation of acquired property, equipment, and software and interest expense on debt financing in connection with the Acquisitions. Material, nonrecurring pro forma adjustments directly attributable to the Acquisitions include: • Acquired inventory step-up to its fair value of $2.3 million is assumed to be recorded in the first quarter of 2020 and therefore removed from the six months ended June 26, 2021. • Acquisition transaction related costs of $4.9 million that were incurred during the six months ended June 26, 2021 are assumed to have occurred on the pro forma close date of January 1, 2020, and recognized as if incurred in the first quarter of 2020. The unaudited consolidated pro forma financial information was prepared in accordance with GAAP and is not necessarily indicative of the results of operations that would have occurred if the Acquisitions had been completed on the date indicated, nor is it indicative of the future operating results of the Company. The unaudited pro forma results do not reflect events that either have occurred or may occur after the Acquisitions, including, but not limited to, the anticipated realization of operating synergies in subsequent periods. They also do not give effect to certain charges that the Company expects to incur in connection with the acquisition, including, but not limited to, additional professional fees and employee integration. |
Divestitures
Divestitures | 6 Months Ended |
Jun. 25, 2022 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Sale Leaseback Transactions | Sale-Leaseback Transactions In the six months ended June 25, 2022, the Company's Badcock segment sold a number of its retail locations and distribution centers for a total of $238.0 million, resulting in a net gain of $49.9 million, comprised of $54.1 million of gains and $4.2 million of losses. Contemporaneously with the sale, the Company entered into lease agreements pursuant to which the Company leased back the retail locations and distribution centers, which are being accounted for as operating leases. The net gain has been recognized as "Gain on sale-leaseback transactions" on the Consolidated Statements of Operations for the three and six months ended June 25, 2022. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Jun. 25, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets The Company performs impairment tests for goodwill as of the end of July of each fiscal year and between annual impairment tests if an event occurs or circumstances change that would more likely than not reduce the fair values of the Company's reporting units below their carrying values. There are no accumulated goodwill impairment losses recorded. Changes in the carrying amount of goodwill for the six months ended June 25, 2022 are as follows: Vitamin Shoppe Pet Supplies Plus American Freight Buddy's Sylvan Total Balance as of December 25, 2021 $ 1,277 $ 335,875 $ 370,829 $ 79,099 $ 19,456 $ 806,536 Acquisitions — 893 — — — 893 Disposals and purchase accounting adjustments — (726) — — (50) (776) Balance as of June 25, 2022 $ 1,277 $ 336,042 $ 370,829 $ 79,099 $ 19,406 $ 806,653 Components of intangible assets as of June 25, 2022 and December 25, 2021 were as follows: June 25, 2022 (In thousands) Gross carrying amount Accumulated Net carrying amount Indefinite lived tradenames $ 222,703 $ — $ 222,703 Intangible assets Franchise and dealer agreements $ 96,005 $ (10,461) $ 85,544 Customer contracts 42,414 (7,041) 35,373 Other intangible assets 2,008 (578) 1,430 Total intangible assets $ 140,427 $ (18,080) $ 122,347 December 25, 2021 (In thousands) Gross carrying amount Accumulated amortization Net carrying amount Indefinite lived tradenames $ 222,687 $ — $ 222,687 Intangible assets Franchise and dealer agreements $ 95,865 $ (6,571) $ 89,294 Customer contracts 42,414 (5,215) 37,199 Other intangible assets 1,836 (378) 1,458 Total intangible assets $ 140,115 $ (12,164) $ 127,951 |
Revenue Revenue (Notes)
Revenue Revenue (Notes) | 3 Months Ended |
Jun. 25, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contract with Customer | (6) Revenue For details regarding the principal activities from which the Company generates its revenue, refer to "Note 1. Description of Business and Summary of Significant Account Policies Presentation" in the Form 10-K. For more detailed information regarding reportable segments, refer to "Note 13. Segments" in this Quarterly Report. The following represents the disaggregated revenue by reportable segments for the three months ended June 25, 2022: Three Months Ended June 25, 2022 (In thousands) Vitamin Shoppe Pet Supplies Plus Badcock American Freight Buddy's Sylvan Consolidated Retail sales $ 306,183 $ 151,421 $ 161,195 $ 194,789 $ 661 $ 13 $ 814,262 Wholesale sales 314 134,196 — 3,237 — — 137,747 Total product revenue 306,497 285,617 161,195 198,026 661 13 952,009 Royalties and other franchise based fees 207 9,395 — 516 4,603 10,668 25,389 Financing revenue — — — 10,860 — — 10,860 Interest income — 67 48,887 191 — — 49,145 Warranty and damage revenue — — 13,046 10,677 1,480 — 25,203 Other revenues 193 7,654 10,171 6,158 44 831 25,051 Total service revenue 400 17,116 72,104 28,402 6,127 11,499 135,648 Rental revenue, net — — — — 7,341 — 7,341 Total rental revenue — — — — 7,341 — 7,341 Total revenue $ 306,897 $ 302,733 $ 233,299 $ 226,428 $ 14,129 $ 11,512 $ 1,094,998 The following represents the disaggregated revenue by reportable segments for the six months ended June 25, 2022: Six Months Ended June 25, 2022 (In thousands) Vitamin Shoppe Pet Supplies Plus Badcock American Freight Buddy's Sylvan Consolidated Retail sales $ 616,614 $ 313,970 $ 327,837 $ 406,301 $ 1,731 $ 24 $ 1,666,477 Wholesale sales 488 257,428 — 6,780 — — 264,696 Total product revenue 617,102 571,398 327,837 413,081 1,731 24 1,931,173 Royalties and other franchise based fees 341 18,457 — 1,064 9,427 20,177 49,466 Financing revenue — — — 19,034 — — 19,034 Interest income — 139 114,156 387 — — 114,682 Warranty and damage revenue — — 26,591 22,156 3,084 — 51,831 Other revenues 408 13,952 20,974 12,121 106 1,355 48,916 Total service revenue 749 32,548 161,721 54,762 12,617 21,532 283,929 Rental revenue, net — — — — 15,365 — 15,365 Total rental revenue — — — — 15,365 — 15,365 Total revenue $ 617,851 $ 603,946 $ 489,558 $ 467,843 $ 29,713 $ 21,556 $ 2,230,467 The following represents the disaggregated revenue by reportable segments for the three months ended June 26, 2021: Three Months Ended June 26, 2021 (In thousands) Vitamin Shoppe Pet Supplies Plus American Freight Buddy's Consolidated Retail sales $ 302,473 $ 156,851 $ 239,476 $ 1,069 $ 699,869 Wholesale sales — 105,899 — — 105,899 Total product revenue 302,473 262,750 239,476 1,069 805,768 Royalties and other franchise based fees 82 6,274 972 4,009 11,337 Financing revenue — — 11,951 — 11,951 Interest income — 71 290 — 361 Warranty and damage revenue — — 13,100 1,716 14,816 Other revenues — 6,665 3,018 45 9,728 Total service revenue 82 13,010 29,331 5,770 48,193 Rental revenue, net — — — 8,797 8,797 Total rental revenue — — — 8,797 8,797 Total revenue $ 302,555 $ 275,760 $ 268,807 $ 15,636 $ 862,758 The following represents the disaggregated revenue by reportable segments for the six months ended June 26, 2021: Six Months Ended June 26, 2021 (In thousands) Vitamin Shoppe Pet Supplies Plus † American Freight Buddy's Consolidated Retail sales $ 597,213 $ 188,216 $ 478,534 $ 2,436 $ 1,266,399 Wholesale sales — 123,186 — — 123,186 Total product revenue 597,213 311,402 478,534 2,436 1,389,585 Royalties and other franchise based fees 82 8,473 972 8,566 18,093 Financing revenue — — 20,530 — 20,530 Interest income — 84 585 — 669 Warranty and damage revenue — — 19,498 3,522 23,020 Other revenues — 7,110 7,204 142 14,456 Total service revenue 82 15,667 48,789 12,230 76,768 Rental revenue, net — — — 17,750 17,750 Total rental revenue — — — 17,750 17,750 Total revenue $ 597,295 $ 327,069 $ 527,323 $ 32,416 $ 1,484,103 † Reflects the results from the March 10, 2021 acquisition date. Contract Balances The following table provides information about receivables and contract liabilities (deferred revenue) from contracts with customers as of June 25, 2022 and December 25, 2021: (In thousands) June 25, 2022 December 25, 2021 Accounts Receivable $ 162,329 $ 86,087 Notes receivable 11,634 13,864 Customer deposits $ 25,561 $ 37,626 Gift cards and loyalty programs 8,028 7,604 Deferred franchise fee revenue 18,934 16,984 Other deferred revenue 10,061 8,400 Total deferred revenue $ 62,584 $ 70,614 Deferred revenue consists of (1) amounts received for merchandise of which customers have not yet taken possession, (2) gift card or store credits outstanding, and (3) loyalty reward program credits which are primarily recognized within one year following the revenue deferral. Deferred franchise fee revenue is recognized over the term of the agreement, which is between five and twenty years. The amount of revenue recognized in the period that was included in the contract liability balance at the beginning of the period is immaterial to the condensed consolidated financial statements. |
Income Taxes
Income Taxes | 3 Months Ended |
Jun. 25, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Overview For the three months ended June 25, 2022 and June 26, 2021, the Company had an effective tax rate from continuing operations of 24.9% and 7.8%, respectively. For the six months ended June 25, 2022 and June 26, 2021, the Company had an effective tax rate from continuing operations of 24.5% and (2.0)%, respectively. The changes in the effective tax rate compared to the prior year are due to the reversal of a valuation allowance related to net operating loss carryforwards in the prior year. Tax Receivable Agreement On July 10, 2019, the Company entered into a tax receivable agreement with the then-existing non-controlling interest holders (the "Tax Receivable Agreement") that provides for the payment by the Company to the non-controlling interest holders of 40% of the cash savings, if any, in federal, state and local taxes that the Company realizes or is deemed to realize as a result of any increases in tax basis of the assets of Franchise Group New Holdco, LLC ("New Holdco") resulting from future redemptions or exchanges of New Holdco units. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Jun. 25, 2022 | |
Equity [Abstract] | |
Stockholders' Equity | Net Income (Loss) Per Share Diluted net income (loss) per share is computed using the weighted-average number of common stock and, if dilutive, the potential common stock outstanding during the period. Potential common stock consists of the incremental common stock issuable upon the exercise of stock options and vesting of restricted stock units. The dilutive effect of outstanding stock options and restricted stock units is reflected in diluted earnings per share by application of the treasury stock method. Additionally, the computation of the diluted net income (loss) per share of common stock assumed the conversion of Preferred Stock, if dilutive. The following table sets forth the calculations of basic and diluted net income (loss) per share: Three Months Ended Six Months Ended (In thousands, except for share and per share amounts) June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Net income (loss) from continuing operations attributable to Franchise Group $ 40,983 $ 32,521 $ 53,301 $ 4,186 Less: Preferred dividend declared (2,129) (2,128) (4,257) (4,257) Adjusted net income (loss) from continuing operations available to Common Stockholders 38,854 30,393 49,044 (71) Net income from discontinued operations attributable to Franchise Group — 6,215 — 48,363 Adjusted net income (loss) available to Common Stockholders $ 38,854 $ 36,608 $ 49,044 $ 48,292 Weighted-average common stock outstanding 40,356,299 40,175,058 40,331,855 40,142,571 Net dilutive effect of stock options and restricted stock 770,306 730,509 816,813 — Weighted-average diluted shares outstanding 41,126,605 40,905,567 41,148,668 40,142,571 Basic net income (loss) per share: Continuing operations $ 0.96 $ 0.76 $ 1.22 $ — Discontinued operations — 0.15 — 1.20 Basic net income per share $ 0.96 $ 0.91 $ 1.22 $ 1.20 Diluted net income (loss) per share: Continuing operations $ 0.94 $ 0.74 $ 1.19 $ — Discontinued operations — 0.15 — 1.20 Diluted net income per share $ 0.94 $ 0.89 $ 1.19 $ 1.20 |
Stock Compensation Plans
Stock Compensation Plans | 6 Months Ended |
Jun. 25, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Stock Compensation Plans | Stock Compensation Plans For a discussion of our stock-based compensation plans, refer to “Note 11. - Stock Compensation Plans” of the Form 10-K. Restricted Stock Units The Company has awarded service-based restricted stock units (the "RSUs") to its non-employee directors, officers and certain employees. The Company recognizes expense based on the estimated fair value of the RSUs granted over the vesting period on a straight-line basis. The fair value of RSUs is determined using the Company's closing stock price on the date of the grant. At June 25, 2022, unrecognized compensation costs related to the RSUs were $7.6 million. These costs are expected to be recognized through fiscal year 2024. The following table summarizes the status of the RSUs as of and changes during the six months ended June 25, 2022: Number of RSUs Weighted average fair value at grant date Balance as of December 25, 2021 269,708 $ 27.92 Granted 118,359 42.15 Vested (58,175) 41.68 Canceled — — Balance as of June 25, 2022 329,892 $ 32.98 Performance Restricted Stock Units The Company has awarded performance restricted stock units (the "PRSUs") to its officers and certain employees. The Company recognizes expense based on the estimated fair value of the PRSUs granted over the vesting period on a straight-line basis. The fair value of PRSUs is determined using the Company's closing stock price on the date of the grant. At June 25, 2022, unrecognized compensation costs related to the PRSUs were $9.3 million. These costs are expected to be recognized through fiscal year 2024. The following table summarizes the status of the PRSUs as of and changes during the six months ended June 25, 2022: Number of PRSUs Weighted average fair value at grant date Balance as of December 25, 2021 706,260 $ 19.90 Granted 101,366 42.41 Vested — — Canceled — — Balance as of June 25, 2022 807,626 $ 22.72 Market-Based Performance Restricted Stock Units The Company has awarded market-based performance restricted stock units (the "MPRSUs") to its officers and certain employees. The Company recognizes expense based on the estimated fair value of the MPRSUs granted over the vesting period on a straight-line basis. The fair value of MPRSUs is determined using a Monte Carlo simulation valuation model to calculate grant date fair value. Compensation expense is recognized over the requisite service period using the proportionate amount of the award's fair value that has been earned through service to date. At June 25, 2022, unrecognized compensation costs related to the MPRSUs were $13.6 million. These costs are expected to be recognized through fiscal year 2024. The following table summarizes the status of the MPRSUs as of and changes during the six months ended June 25, 2022: Number of MPRSUs Weighted average fair value at grant date Balance as of December 25, 2021 826,926 $ 20.13 Granted 70,000 39.67 Vested — — Canceled — — Balance as of June 25, 2022 896,926 $ 21.66 Stock Options The Company has awarded stock options to its non-employee directors and officers. As of June 25, 2022 and June 26, 2021, there were 317,033 and 355,221 stock options outstanding, respectively. During the six months ended June 25, 2022, there were no stock options granted, 15,000 stock options exercised, and no stock options forfeited. The weighted-average exercise price of stock options outstanding was $9.92 per share as of June 25, 2022. All outstanding stock options will expire in fiscal years 2023 and 2024. At June 25, 2022 and June 26, 2021, there were zero non-vested stock options outstanding. At June 25, 2022, there was no remaining unrecognized compensation cost related to vested or non-vested stock options. The following table summarizes information about stock options outstanding and exercisable at June 25, 2022: Options Outstanding and Exercisable Range of exercise prices Number Weighted average exercise price Weighted average remaining contractual life (in years) $0.00 - $10.89 204,500 $ 8.80 1.0 $10.90 - $12.01 112,533 11.97 1.6 317,033 $ 9.92 Stock Compensation Expense The Company recorded $10.9 million and $5.3 million in stock-based compensation expense during the six months ended June 25, 2022 and June 26, 2021, respectively. Long-Term Incentive Plans The Company has long-term incentive plans at various operating companies which are recorded as liabilities. Upon vesting, the awards granted under these plans may be settled in cash or shares of the Company's stock at the Company's discretion. The total aggregate liability for these plans as of June 25, 2022 is $3.8 million, recorded in "Accounts payable and accrued expenses" on the Condensed Consolidated Balance Sheets. During the six months ended June 25, 2022, total expense recognized related to these plans was $3.8 million. Share Repurchases On May 18, 2022, the Company's Board of Directors approved a stock repurchase program under which the Company may repurchase up to $500.0 million of its outstanding shares of common stock over the next three years. The repurchase program authorizes shares to be repurchased from time to time in open market or private transactions, through block trades, and pursuant to any trading plan that may be adopted in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. The actual timing, number and value of shares, if any, repurchased under the program will be determined by management in its discretion and will depend on a number of factors, including, among others, the availability of stock, general market and business conditions, the trading price of the Company’s common stock and applicable legal requirements. This plan |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Jun. 25, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions The Company considers any of its directors, executive officers or beneficial owners of more than 5% of our common stock, or any member of the immediate family of the foregoing persons, to be related parties. Messrs. Kahn and Laurence Brian Kahn and Vintage Capital Management, LLC and its affiliates ("Vintage"), in aggregate, held approximately 28% of the aggregate voting power of the Company through their ownership of common stock as of June 25, 2022. Brian Kahn and Andrew Laurence are principals of Vintage. Mr. Kahn is a member of the Board of Directors, President and Chief Executive Officer of the Company. Mr. Laurence is an Executive Vice President of the Company and served as a member of the Company's Board of Directors until the Company's annual meeting of stockholders in May 2021. Buddy's Franchises. Mr. Kahn's brother-in-law owns eight Buddy's franchises. All transactions between the Company's Buddy's segment and Mr. Kahn's brother-in-law are conducted on a basis consistent with other franchisees. Tax Receivable Agreement The Company previously had a non-controlling interest in New Holdco as a result of its acquisition of Buddy's on July 10, 2019. On April 1, 2020, the Company redeemed all of the non-controlling interest units. On July 10, 2019, the Company entered into the Tax Receivable Agreement with the then-existing non-controlling interest holders, which comprised the former equity holders of Buddy's (the "Buddy's Members") that provides for the payment by the Company to the non-controlling interest holders of 40% of the amount of any tax benefits that the Company actually realizes as a result of increases in the tax basis of the net assets of New Holdco resulting from any redemptions or exchanges of New Holdco units. Amounts due under the Tax Receivable Agreement to the Buddy's Members as of June 25, 2022 and December 25, 2021 were $17.3 million, which are recorded in "Other non-current liabilities" in the accompanying Condensed Consolidated Balance Sheets. No payments were made to Buddy's Members pursuant to the Tax Receivable Agreement during the six months ended June 25, 2022. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Jun. 25, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies In the ordinary course of operations, the Company may become a party to legal proceedings. Based upon information currently available, management believes that such legal proceedings, individually or in the aggregate, will not have a material adverse effect on the Company's business, financial condition, cash flows, or results of operations. The Company is party to claims and lawsuits that are considered to be ordinary, routine litigation incidental to the business, including claims and lawsuits concerning the fees charged to customers for various products and services, relationships with franchisees, intellectual property disputes, employment matters, and contract disputes. Although the Company cannot provide assurance that it will ultimately prevail in each instance, it believes the amount, if any, it will be required to pay in the discharge of liabilities or settlements in these claims will not have a material adverse impact on its consolidated results of operations, financial position, or cash flows. Guarantees The Company remains secondarily liable under various real estate leases that were assigned to franchisees who acquired Vitamin Shoppe, Pet Supplies Plus, or Buddy's stores from the Company. In the event of the failure of an acquirer to pay lease payments, the Company could be obligated to pay the remaining lease payments which extend through 2033 and in aggregate are $26.1 million and $22.9 million as of June 25, 2022 and December 25, 2021, respectively. The Company also remains secondarily liable under loan agreements entered into by certain franchisees who acquired Vitamin Shoppe, American Freight, or Buddy's stores from the Company. In the event of the failure of these franchisees to make the loan payments, the Company could be obligated to pay the default amounts. No amounts were outstanding under these agreements as of June 25, 2022. If the Company is required to make payments under any of these guarantees, the Company could seek to recover those amounts from the franchisees or in some cases their affiliates. The Company believes that payment under any of these guarantees is remote as of June 25, 2022. |
Segments (Notes)
Segments (Notes) | 3 Months Ended |
Jun. 25, 2022 | |
Segment Reporting [Abstract] | |
Segment Reporting Disclosure [Text Block] | (13) Segments The Company's operations are conducted in six reportable business segments: Vitamin Shoppe, Pet Supplies Plus, Badcock, American Freight, Buddy's, and Sylvan. The Company defines its segments as those operations which results its chief operating decision maker ("CODM") regularly reviews to analyze performance and allocate resources. The results of operations of Pet Supplies Plus are included in the Company's results of operations beginning on March 11, 2021, the results of operations of Sylvan are included in the Company's results of operations beginning on September 27, 2021, and the results of operations of Badcock are included in the Company's results of operations beginning on November 22, 2021. The Vitamin Shoppe segment is an omnichannel specialty retailer and wellness lifestyle company with the mission of providing customers with the most trusted products, guidance, and services to help them become their best selves, however they define it. The Vitamin Shoppe segment offers one of the largest varieties of products among vitamin, mineral and supplement retailers. The broad product offering enables the company to provide customers with a depth of selection of products that may not be readily available at other specialty retailers or mass merchants, such as discount stores, supermarkets, drug stores and wholesale clubs. The Vitamin Shoppe continues to focus on improving the customer experience through the roll-out of initiatives including increasing customer engagement and personalization, redesigning the omnichannel experience (including in stores as well as through the internet and mobile devices), growing private brands and improving the effectiveness of pricing and promotions. Vitamin Shoppe is headquartered in Secaucus, New Jersey. The Pet Supplies Plus segment is a leading omnichannel retail chain and franchisor of pet supplies and services. Pet Supplies Plus has a diversified revenue model comprised of Company-owned store revenue, franchise royalties and revenue generated by the wholesale distribution of products to its franchisees. Pet Supplies Plus offers a curated selection of premium brands, proprietary private labels and specialty products with retail price parity with online players. Additionally, Pet Supplies Plus offers grooming, pet wash and other services in most of its locations. The Pet Supplies Plus segment operates under the "Pet Supplies Plus" brand and is headquartered in Livonia, Michigan. The Badcock segment is a specialty retailer of furniture, appliances, bedding, electronics, home office equipment, accessories and seasonal items in a showroom format. Additionally, Badcock offers multiple and flexible payment solutions and credit options through its consumer financing services. The Badcock segment operates under the “Badcock Home Furniture & More" brand and is headquartered in Mulberry, Florida. The American Freight segment is a retail chain offering in-store and online access to furniture, mattresses, new and out-of-box home appliances and home accessories at discount prices. American Freight buys direct from manufacturers and sells direct in warehouse-style stores. By cutting out the middleman and keeping its overhead costs low, American Freight can offer quality products at low prices. American Freight provides customers with multiple payment options providing access to high-quality products and brand name appliances that may otherwise remain aspirational to some of its customers. American Freight also serves as a liquidation channel for major appliance vendors. American Freight operates specialty distribution centers that test every out-of-box appliance before it is offered for sale to customers. Customers typically are covered by the original manufacturer's warranty and are offered the opportunity to purchase a full suite of extended-service plans and services. The American Freight segment operates under the "American Freight" brand and is headquartered in Delaware, Ohio. The Buddy's segment is a specialty retailer of high quality, name brand consumer electronic, residential furniture, appliances and household accessories through rent-to-own agreements. The rental transaction allows customers the opportunity to benefit from the use of high-quality products under flexible rental purchase agreements without long-term obligations. The Buddy's segment operates under the "Buddy's" brand and is headquartered in Orlando, Florida. The Sylvan segment is an established and growing franchisor of supplemental education for Pre-K-12 students and families. Sylvan addresses the full range of student needs with a broad variety of academic curriculums delivered in an omnichannel format. The Sylvan platform provides franchisees with the ability to provide a range of services, including on premises, virtually, at a satellite location, and in the home. Sylvan is headquartered in Hunt Valley, Maryland. Refer to "Note 6. Revenue" for total revenues by segment. Operating income (loss) by segment were as follows: Three Months Ended Six Months Ended (In thousands) June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Income (loss) from operations: Vitamin Shoppe $ 31,017 $ 29,763 $ 66,371 $ 63,037 Pet Supplies Plus 18,654 10,578 35,675 6,409 Badcock 30,903 — 101,134 — American Freight 5,029 21,956 16,242 47,086 Buddy's 3,561 3,367 7,626 7,640 Sylvan 1,633 — 2,581 — Total Segments 90,797 65,664 229,629 124,172 Corporate (13,691) (7,508) (22,157) (13,041) Consolidated income (loss) from operations $ 77,106 $ 58,156 $ 207,472 $ 111,131 Total assets by segment were as follows: (In thousands) June 25, 2022 December 25, 2021 Total assets: Vitamin Shoppe $ 641,885 $ 596,964 Pet Supplies Plus 967,913 957,849 Badcock 880,116 1,062,310 American Freight 984,055 959,282 Buddy's 141,017 146,033 Sylvan 102,232 103,850 Total Segments 3,717,218 3,826,288 Corporate 97,783 86,883 Consolidated total assets $ 3,815,001 $ 3,913,171 |
Subsequent Event Subsequent Eve
Subsequent Event Subsequent Events (Notes) | 3 Months Ended |
Jun. 25, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | Subsequent Events On August 2, 2022, the Company's Board of Directors declared quarterly dividends of $0.625 per share of common stock and $0.46875 per share of Series A Preferred Stock. The dividends will be paid in cash on or about October 14, 2022 to holders of record of the Company's common stock and Series A Preferred Stock on the close of business on September 30, 2022. On August 2, 2022, Badcock completed the sale of its headquarters for gross proceeds of $23.5 million, pursuant to the terms of that certain Amended and Restated Purchase and Sale Agreement, dated April 26, 2022 and amended as of May 25, 2022, which was described in the Company’s Current Report on Form 8-K filed with the SEC on May 25, 2022. The Company anticipates using the net proceeds from the sale to repay a portion of its existing term loan debt. Additionally and concurrent with the closing of the sale, Badcock also entered into a master lease agreement with respect to the headquarters to lease back the properties from the purchaser for which the Company has provided a guaranty. |
Organization and Significant _2
Organization and Significant Accounting Policies (Policies) | 3 Months Ended | 6 Months Ended |
Jun. 25, 2022 | Jun. 25, 2022 | |
Accounting Policies [Abstract] | ||
Basis of Presentation | Unless otherwise stated, references to the "Company," "we," "us," and "our" in this Quarterly Report on Form 10-Q (the "Quarterly Report") refer to Franchise Group, Inc. and its direct and indirect subsidiaries on a consolidated basis. The unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") for interim financial information and pursuant to the requirements of Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete consolidated financial statements. The unaudited condensed consolidated financial statements should be read in conjunction with the Company's Form 10-K for the year ended December 25, 2021 that was filed with the Securities and Exchange Commission (“SEC”) on February 23, 2022 (the “Form 10-K”). In the opinion of management, all adjustments (including those of a normal recurring nature) necessary for a fair presentation of such condensed consolidated financial statements in accordance with GAAP have been recorded. The December 25, 2021 balance sheet information was derived from the audited financial statements as of that date. | |
New Accounting Pronouncements, Policy | Accounting Pronouncements In June 2016, the Financial Accounting Standards Board ("FASB") issued ASU No. 2016-13, " Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments ", which changes how companies will measure credit losses for most financial assets and certain other instruments that aren't measured at fair value through net income. The standard replaces the "incurred loss" approach with an "expected loss" model for instruments measured at amortized cost (which generally will result in the earlier recognition of allowances for losses) and requires companies to record allowances for available-for-sale debt securities, rather than reduce the carrying amount. In addition, companies will have to disclose significantly more information, including information used to track credit quality by year of origination, for most financing receivables. The ASU should be applied as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the standard is effective. The ASU is effective for the Company for the fiscal year beginning January 1, 2023. The Company is currently evaluating the impact of the adoption of this standard on its consolidated financial statements. In January 2017, the FASB issued ASU No. 2017-04, “ Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. ” This standard eliminates Step 2 from the goodwill impairment test. Instead, an entity should compare the fair value of a reporting unit with its carrying amount and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value, not to exceed the total amount of goodwill allocated to the reporting unit. The ASU is effective for the Company for the fiscal year beginning January 1, 2023. The Company is currently evaluating the impact of the adoption of this standard to its consolidated financial statements. The London Interbank Offered Rate ("LIBOR") is scheduled to be discontinued on June 30, 2023. In an effort to address the various challenges created by such discontinuance, the FASB issued an amendment to existing guidance, ASU No. 2020-04 " Reference Rate Reform. " The amended guidance is designed to provide relief from the accounting analysis and impacts that may otherwise be required for modifications to agreements (e.g. loans, debt securities, derivatives, borrowings) necessitated by the reference rate reform. It also provides option expedients to enable companies to continue to apply hedge accounting to certain hedging relationships impacted by the reference rate reform. As further described in "Note 7. Long-Term Obligations", the Company entered into an amendment to a debt agreement which changed the reference rate from LIBOR to Secured Overnight Financing Rate ("SOFR"). The adoption of ASU 2020-04 did not result in a material impact to the Company's financial results or disclosures. |
Acquisitions (Tables)
Acquisitions (Tables) | 6 Months Ended |
Jun. 25, 2022 | |
Business Combinations [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The table below summarizes the unaudited preliminary estimates of the fair values of the identifiable assets acquired and liabilities assumed in the Badcock Acquisition on November 22, 2021. The preliminary estimates of the fair value of identifiable assets acquired and liabilities assumed are subject to revisions, which may result in an adjustment to the preliminary values presented below. In the six months ended June 25, 2022, the preliminary estimates of the fair value of identifiable assets acquired and liabilities assumed were adjusted, which resulted in an increase to the bargain purchase gain of $3.5 million. The increase was primarily due to the valuation of the property, plant, and equipment partially offset by an increase in other long-term liabilities for deferred taxes. The Company expects to complete the purchase price allocation as soon as reasonably possible but not to exceed one year from the date of completion of the Badcock Acquisition. (In thousands) Preliminary Cash and cash equivalents $ 23,413 Inventories, net 130,045 Accounts receivable 411,268 Other current assets 5,023 Property, plant, and equipment 238,865 Operating lease right-of-use assets 55,626 Other non-current assets 2,506 Total assets 866,746 Current operating lease liabilities 12,070 Accounts payable and accrued expenses 71,436 Other current liabilities 18,942 Current installments of long-term obligations 5,261 Long-term obligations, excluding current installments 7,247 Non-current operating lease liabilities 39,599 Other long-term liabilities 27,849 Total liabilities 182,404 Bargain purchase gain (135,557) Consideration transferred $ 548,785 |
Business Acquisition, Pro Forma Information, Nonrecurring Adjustments | The following unaudited consolidated pro forma summary has been prepared by adjusting the Company's historical data to give effect to the Acquisitions as if they had occurred on January 1, 2020. Pro forma (Unaudited) Three Months Ended Six Months Ended (In thousands) June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Revenue $ 1,094,997 $ 1,101,517 $ 2,230,467 $ 2,145,743 Net income 38,275 64,277 50,642 119,691 Basic net income per share $ 0.90 $ 1.55 $ 1.15 $ 2.88 Diluted net income per share $ 0.88 $ 1.52 $ 1.13 $ 2.82 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 6 Months Ended |
Jun. 25, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | Changes in the carrying amount of goodwill for the six months ended June 25, 2022 are as follows: Vitamin Shoppe Pet Supplies Plus American Freight Buddy's Sylvan Total Balance as of December 25, 2021 $ 1,277 $ 335,875 $ 370,829 $ 79,099 $ 19,456 $ 806,536 Acquisitions — 893 — — — 893 Disposals and purchase accounting adjustments — (726) — — (50) (776) Balance as of June 25, 2022 $ 1,277 $ 336,042 $ 370,829 $ 79,099 $ 19,406 $ 806,653 |
Schedule of the amortizable other intangible assets | Components of intangible assets as of June 25, 2022 and December 25, 2021 were as follows: June 25, 2022 (In thousands) Gross carrying amount Accumulated Net carrying amount Indefinite lived tradenames $ 222,703 $ — $ 222,703 Intangible assets Franchise and dealer agreements $ 96,005 $ (10,461) $ 85,544 Customer contracts 42,414 (7,041) 35,373 Other intangible assets 2,008 (578) 1,430 Total intangible assets $ 140,427 $ (18,080) $ 122,347 December 25, 2021 (In thousands) Gross carrying amount Accumulated amortization Net carrying amount Indefinite lived tradenames $ 222,687 $ — $ 222,687 Intangible assets Franchise and dealer agreements $ 95,865 $ (6,571) $ 89,294 Customer contracts 42,414 (5,215) 37,199 Other intangible assets 1,836 (378) 1,458 Total intangible assets $ 140,115 $ (12,164) $ 127,951 |
Long-Term Obligations (Tables)
Long-Term Obligations (Tables) | 6 Months Ended |
Jun. 25, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | For details regarding the Company's long-term debt obligations, refer to “Note 9. - Long-Term Obligations” in the Form 10-K. Long-term obligations at June 25, 2022 and December 25, 2021 were as follows: (In thousands) June 25, 2022 December 25, 2021 Term loans, net of debt issuance costs First lien term loan, due March 10, 2026 $ 792,799 $ 790,057 Second lien term loan, due September 10, 2026 288,283 287,188 Badcock first lien term loan, due November 22, 2023 — 201,530 Badcock second lien term loan, due November 22, 2023 — 146,616 Total term loans, net of debt issuance costs 1,081,082 1,425,391 Revolving credit facilities 108,500 20,000 Debt securitized by accounts receivable, net of discount 398,683 407,502 Other long-term obligations 8,399 10,537 Finance lease liabilities 7,229 6,465 Total long-term obligations 1,603,893 1,869,895 Less current installments 322,363 486,170 Total long-term obligations, net $ 1,281,530 $ 1,383,725 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 25, 2022 | |
Equity [Abstract] | |
Schedule of computation of basic and diluted net income (loss) per share | The following table sets forth the calculations of basic and diluted net income (loss) per share: Three Months Ended Six Months Ended (In thousands, except for share and per share amounts) June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Net income (loss) from continuing operations attributable to Franchise Group $ 40,983 $ 32,521 $ 53,301 $ 4,186 Less: Preferred dividend declared (2,129) (2,128) (4,257) (4,257) Adjusted net income (loss) from continuing operations available to Common Stockholders 38,854 30,393 49,044 (71) Net income from discontinued operations attributable to Franchise Group — 6,215 — 48,363 Adjusted net income (loss) available to Common Stockholders $ 38,854 $ 36,608 $ 49,044 $ 48,292 Weighted-average common stock outstanding 40,356,299 40,175,058 40,331,855 40,142,571 Net dilutive effect of stock options and restricted stock 770,306 730,509 816,813 — Weighted-average diluted shares outstanding 41,126,605 40,905,567 41,148,668 40,142,571 Basic net income (loss) per share: Continuing operations $ 0.96 $ 0.76 $ 1.22 $ — Discontinued operations — 0.15 — 1.20 Basic net income per share $ 0.96 $ 0.91 $ 1.22 $ 1.20 Diluted net income (loss) per share: Continuing operations $ 0.94 $ 0.74 $ 1.19 $ — Discontinued operations — 0.15 — 1.20 Diluted net income per share $ 0.94 $ 0.89 $ 1.19 $ 1.20 |
Stock Compensation Plans (Table
Stock Compensation Plans (Tables) | 3 Months Ended |
Jun. 25, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity | The following table summarizes the status of the RSUs as of and changes during the six months ended June 25, 2022: Number of RSUs Weighted average fair value at grant date Balance as of December 25, 2021 269,708 $ 27.92 Granted 118,359 42.15 Vested (58,175) 41.68 Canceled — — Balance as of June 25, 2022 329,892 $ 32.98 |
Organization and Significant _3
Organization and Significant Accounting Policies (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | Dec. 25, 2021 | Feb. 21, 2021 | |
Geographical concentration | ||||||
Deferred Revenue | $ 62,584 | $ 62,584 | $ 70,614 | |||
Intangible Assets, Net (Excluding Goodwill) | 122,347 | 122,347 | 127,951 | |||
Assets | 3,815,001 | 3,815,001 | 3,913,171 | |||
Deferred Revenue, Current | 41,671 | 41,671 | 50,833 | |||
Liabilities | 3,046,147 | 3,046,147 | 3,150,340 | |||
Retained Earnings (Accumulated Deficit) | 282,346 | 282,346 | 286,987 | |||
Stockholders' Equity Attributable to Parent | 768,854 | 768,854 | 762,831 | |||
Liabilities and Equity | 3,815,001 | 3,815,001 | $ 3,913,171 | |||
General and Administrative Expense | 405,639 | $ 278,157 | 782,633 | $ 503,702 | ||
Operating Income (Loss) | 77,106 | 58,156 | 207,472 | 111,131 | ||
Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest | 54,555 | 35,291 | 70,551 | 4,105 | ||
Income Tax Expense (Benefit) | 13,572 | $ 2,770 | 17,250 | $ (81) | ||
Revenues | $ 1,094,998 | $ 2,230,467 | ||||
Liberty Tax Segment | Discontinued Operations, Held-for-sale | ||||||
Geographical concentration | ||||||
Disposal Group, Including Discontinued Operation, Consideration | $ 255,300 |
Acquisitions (Details)
Acquisitions (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | |||||||||
Feb. 22, 2022 | Sep. 27, 2021 | Mar. 27, 2021 | Mar. 10, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Mar. 26, 2022 | Jun. 26, 2021 | Dec. 25, 2021 | Nov. 22, 2021 | |
Revenues | $ 1,094,998 | $ 2,230,467 | |||||||||
Goodwill | 806,653 | 806,653 | $ 806,536 | ||||||||
Long-term Debt, Current Maturities | 322,363 | 322,363 | 486,170 | ||||||||
Long-term Debt, Excluding Current Maturities | 1,281,530 | 1,281,530 | 1,383,725 | ||||||||
Business Combination, Bargain Purchase, Gain Recognized, Amount | $ 135,600 | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | $ 82,877 | ||||||||||
Business Acquisition, Pro Forma Revenue | 1,094,997 | $ 1,101,517 | 2,230,467 | $ 2,145,743 | |||||||
Business Acquisition, Pro Forma Net Income (Loss) | $ 38,275 | $ 64,277 | $ 50,642 | $ 119,691 | |||||||
Basic Earnings Per Share, Pro Forma | $ 0.90 | $ 1.55 | $ 1.15 | $ 2.88 | |||||||
Diluted Earnings Per Share Pro Forma | $ 0.88 | $ 1.52 | $ 1.13 | $ 2.82 | |||||||
Capitalized Computer Software, Gross | 25,300 | ||||||||||
Operating Lease, Right-of-Use Asset | $ 866,226 | $ 866,226 | 714,741 | ||||||||
Operating Lease, Liability, Current | 178,278 | 178,278 | 173,101 | ||||||||
Financing Receivable, before Allowance for Credit Loss, Noncurrent | 10,821 | 10,821 | $ 12,183 | ||||||||
Asset-backed Securities, Securitized Loans and Receivables | |||||||||||
Financing Receivable, before Allowance for Credit Loss, Noncurrent | 48,900 | 48,900 | |||||||||
Fair Value Adjustment to Inventory | |||||||||||
Inventory, Noncurrent, Fair Value Disclosure | 2,300 | 2,300 | |||||||||
Acquisition-related Costs | |||||||||||
Business Combination, Acquisition Related Costs | 4,900 | ||||||||||
Badcock | |||||||||||
Revenues | 233,299 | 489,558 | |||||||||
Business Combination, Bargain Purchase, Gain Recognized, Amount | (135,557) | ||||||||||
Pet Supplies Plus | |||||||||||
Business Combination, Consideration Transferred | $ 600 | ||||||||||
Business Combination, Acquisition Related Costs | $ 800 | ||||||||||
Payments to Acquire Businesses, Gross | $ 900 | ||||||||||
Badcock | |||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents | $ 23,413 | ||||||||||
Business Combination, Consideration Transferred | $ 548,800 | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Other | 130,045 | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Inventory | 411,268 | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | 5,023 | ||||||||||
Goodwill | 238,865 | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired And Liabilities Assumed, Right-Of-Use Asset | 55,626 | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | 2,506 | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets | 866,746 | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired And Liabilities Assumed, Operating Lease, Liability, Current | 12,070 | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Accounts Payable | 71,436 | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Other | 18,942 | ||||||||||
Long-term Debt, Current Maturities | 5,261 | ||||||||||
Long-term Debt, Excluding Current Maturities | 7,247 | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired And Liabilities Assumed, Operating Lease, Liability, Noncurrent | 39,599 | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Other | 27,849 | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities | 182,404 | ||||||||||
Business Combination, Bargain Purchase, Gain Recognized, Amount | 3,500 | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | 548,785 | ||||||||||
Business Combination, Recognized Identifiable Asset Acquired and Liability Assumed, Lease Obligation | 51,700 | ||||||||||
Sylvan Learning | |||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | $ 82,900 | $ 82,900 | |||||||||
Sylvan | |||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents | 4,364 | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Other | 3,592 | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | 26,324 | ||||||||||
Goodwill | 19,406 | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | 185 | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets | 101,144 | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Accounts Payable | 6,072 | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired And Liabilities Assumed, Operating Lease, Liability, Noncurrent | 1,984 | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Other | 9,320 | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities | 18,267 | ||||||||||
Noncash or Part Noncash Acquisition, Investments Acquired | 19,412 | ||||||||||
Fixtures and Equipment, Gross | 300 | ||||||||||
Leasehold Improvements, Gross | 700 | ||||||||||
Intangible Assets, Current | 24,987 | ||||||||||
Operating Lease, Right-of-Use Asset | 2,874 | ||||||||||
Operating Lease, Liability, Current | 891 | ||||||||||
Sylvan | Proprietary Content | |||||||||||
Noncash or Part Noncash Acquisition, Investments Acquired | 1,100 | ||||||||||
Sylvan | Franchise Agreements [Member] | |||||||||||
Noncash or Part Noncash Acquisition, Investments Acquired | $ 18,300 | ||||||||||
Leasehold Improvements [Member] | Badcock | |||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | 23,700 | ||||||||||
Furniture, Fixtures, And Equipment [Member] | Badcock | |||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | 93,000 | ||||||||||
Construction in Progress [Member] | Badcock | |||||||||||
Machinery and Equipment, Gross | 1,400 | ||||||||||
Land and Land Improvements | Badcock | |||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | 33,400 | ||||||||||
Building and Building Improvements | Badcock | |||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | $ 98,000 |
Divestitures - Narrative (Detai
Divestitures - Narrative (Details) - USD ($) $ in Thousands, shares in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||||
Feb. 21, 2021 | May 05, 2022 | Jun. 25, 2022 | Mar. 26, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | Dec. 25, 2021 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Assets Held-for-sale, Not Part of Disposal Group, Current | $ 27,999 | $ 27,999 | $ 0 | |||||
Proceeds from Sale of Real Estate | $ 23,500 | |||||||
Sale Leaseback Transaction, Gross Proceeds | 238,000 | |||||||
Gain on sale-leaseback transactions, net | $ 49,854 | $ 0 | 49,854 | $ 0 | ||||
Sale and Leaseback Transaction, Gains | 54,100 | |||||||
Sale and Leaseback Transaction, Loss | $ 4,200 | |||||||
Badcock | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Proceeds from Sale of Other Receivables | $ 400,000 | |||||||
Liberty Tax Segment | Discontinued Operations, Held-for-sale | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Disposal Group, Including Discontinued Operation, Consideration | $ 255,300 | |||||||
Proceeds from Divestiture of Businesses | $ 181,200 | |||||||
Disposal Group, Including Discontinued Operation, Consideration, Number Of Proportional Voting Shares, Shares (at least) (in shares) | 74.1 |
Divestitures - Summary of State
Divestitures - Summary of Statements of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 26, 2021 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Income (Loss) from Discontinued Operations, Net of Tax, Attributable to Parent | $ 0 | ||
Discontinued Operations, Held-for-sale | Liberty Tax [Member] | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Revenue | $ 30,513 | $ 106,993 | |
Selling, general, and administrative expenses | 23,725 | 57,786 | |
Income from operations | 6,788 | 49,207 | |
Other | 16 | 168 | |
Interest expense, net | 10 | 0 | |
Income before income taxes | 6,814 | 49,375 | |
Income tax expense | 599 | 1,012 | |
Income (Loss) from Discontinued Operations, Net of Tax, Attributable to Parent | $ 6,215 | $ 48,363 |
Divestitures - Summary of Cash
Divestitures - Summary of Cash Flow Information (Details) - Discontinued Operations, Held-for-sale - Liberty Tax [Member] $ in Thousands | 6 Months Ended |
Jun. 26, 2021 USD ($) | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Cash flows provided by operating activities from discontinued operations | $ 36,627 |
Cash flows provided by investing activities from discontinued operations | $ 492 |
Accounts and Notes Receivable -
Accounts and Notes Receivable - Schedule of Receivables (Details) - USD ($) $ in Thousands | Jun. 25, 2022 | Dec. 25, 2021 |
Receivables [Abstract] | ||
Accounts receivable | $ 162,329 | $ 86,087 |
Notes receivable | 1,233 | 1,681 |
Interest Receivable | 52 | 54 |
Income taxes receivable | 27,441 | 32,448 |
Accounts Receivable, Allowance for Credit Loss, Current | (12,368) | (1,572) |
Total Receivables, Current, Net | 178,687 | 118,698 |
Financing Receivable, before Allowance for Credit Loss, Noncurrent | 10,821 | 12,183 |
Accounts Receivable, Allowance for Credit Loss, Noncurrent | (419) | (428) |
Receivables, Net, Non-current | 10,402 | 11,755 |
Receivables, Fair Value Disclosure | $ 189,089 | $ 130,453 |
Accounts and Notes Receivable_2
Accounts and Notes Receivable - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Mar. 26, 2022 | Jun. 25, 2022 | Dec. 25, 2021 | |
Aging of accounts and notes receivable | |||
Financing Receivable, before Allowance for Credit Loss, Noncurrent | $ 10,821 | $ 12,183 | |
Asset-backed Securities, Securitized Loans and Receivables | |||
Aging of accounts and notes receivable | |||
Financing Receivable, before Allowance for Credit Loss, Current | 386,000 | ||
Financing Receivable, Allowance for Credit Loss, Current | (12,700) | ||
Financing Receivable, before Allowance for Credit Loss, Noncurrent | 48,900 | ||
Financing Receivable, Allowance for Credit Loss, Non Current | (1,600) | ||
Other Current Assets | |||
Aging of accounts and notes receivable | |||
Financing Receivable, Unamortized Purchase Premium (Discount) | (51,300) | ||
Other Noncurrent Assets | |||
Aging of accounts and notes receivable | |||
Financing Receivable, Unamortized Purchase Premium (Discount) | (6,500) | ||
Badcock | |||
Aging of accounts and notes receivable | |||
Proceeds from Sale of Other Receivables | $ 400,000 | ||
Proceeds from Accounts Receivable Securitization | $ 130,600 |
Changes in the Carrying Amount
Changes in the Carrying Amount of Goodwill (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 25, 2022 | Dec. 25, 2021 | |
Finite-Lived Intangible Assets [Line Items] | ||
Goodwill, Acquired in Acquisition | $ 893 | |
ERROR in label resolution. | 140,427 | $ 140,115 |
Finite-Lived Intangible Assets, Accumulated Amortization | (18,080) | (12,164) |
Intangible Assets, Net (Excluding Goodwill) | 122,347 | 127,951 |
Noncompete Agreements [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
ERROR in label resolution. | 96,005 | 95,865 |
Finite-Lived Intangible Assets, Accumulated Amortization | (6,571) | |
Intangible Assets, Net (Excluding Goodwill) | 89,294 | |
Customer Contracts [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
ERROR in label resolution. | 42,414 | 42,414 |
Finite-Lived Intangible Assets, Accumulated Amortization | (7,041) | (5,215) |
Intangible Assets, Net (Excluding Goodwill) | 35,373 | $ 37,199 |
Pet Supplies Plus | ||
Finite-Lived Intangible Assets [Line Items] | ||
Goodwill, Acquired in Acquisition | $ 893 |
Components of Intangible Assets
Components of Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 25, 2022 | Dec. 25, 2021 | Sep. 27, 2021 | |
Amortizable other intangible assets: | ||||
Gross carrying amount | $ 140,427 | $ 140,427 | $ 140,115 | |
Accumulated amortization | (18,080) | (18,080) | (12,164) | |
Net carrying amount | 122,347 | 122,347 | 127,951 | |
Goodwill | 806,653 | 806,653 | 806,536 | |
Goodwill, Acquired in Acquisition | 893 | |||
Goodwill, Period Increase (Decrease) | (776) | |||
American Freight [Member] | ||||
Amortizable other intangible assets: | ||||
Goodwill | 370,829 | 370,829 | 370,829 | |
Pet Supplies Plus | ||||
Amortizable other intangible assets: | ||||
Goodwill | 336,042 | 336,042 | 335,875 | |
Buddy's [Member] | ||||
Amortizable other intangible assets: | ||||
Goodwill | 79,099 | 79,099 | 79,099 | |
Sylvan Learning | ||||
Amortizable other intangible assets: | ||||
Goodwill | 19,406 | 19,406 | 19,456 | |
Trade Names [Member] | ||||
Amortizable other intangible assets: | ||||
Indefinite-Lived Trademarks | 222,703 | 222,703 | 222,687 | |
Franchise Agreements [Member] | ||||
Amortizable other intangible assets: | ||||
Accumulated amortization | (10,461) | (10,461) | ||
Net carrying amount | 85,544 | 85,544 | ||
Noncompete Agreements [Member] | ||||
Amortizable other intangible assets: | ||||
Gross carrying amount | 96,005 | 96,005 | 95,865 | |
Accumulated amortization | (6,571) | |||
Net carrying amount | 89,294 | |||
Reacquired rights | ||||
Amortizable other intangible assets: | ||||
Gross carrying amount | 2,008 | 2,008 | 1,836 | |
Accumulated amortization | (578) | (578) | (378) | |
Net carrying amount | 1,430 | 1,430 | 1,458 | |
Customer Contracts [Member] | ||||
Amortizable other intangible assets: | ||||
Gross carrying amount | 42,414 | 42,414 | 42,414 | |
Accumulated amortization | (7,041) | (7,041) | (5,215) | |
Net carrying amount | 35,373 | 35,373 | $ 37,199 | |
American Freight [Member] | ||||
Amortizable other intangible assets: | ||||
Goodwill, Acquired in Acquisition | 0 | |||
Goodwill, Period Increase (Decrease) | 0 | |||
Pet Supplies Plus | ||||
Amortizable other intangible assets: | ||||
Goodwill, Acquired in Acquisition | 893 | |||
Goodwill, Period Increase (Decrease) | (726) | |||
Buddy's [Member] | ||||
Amortizable other intangible assets: | ||||
Goodwill, Acquired in Acquisition | 0 | |||
Goodwill, Period Increase (Decrease) | 0 | |||
Buddy's [Member] | ||||
Amortizable other intangible assets: | ||||
Goodwill, Acquired in Acquisition | 0 | |||
Goodwill, Period Increase (Decrease) | 0 | |||
Sylvan Learning | ||||
Amortizable other intangible assets: | ||||
Goodwill, Acquired in Acquisition | $ 0 | |||
Sylvan | ||||
Amortizable other intangible assets: | ||||
Goodwill | $ 19,406 | |||
Goodwill, Period Increase (Decrease) | $ (50) |
Revenue Revenue (Details)
Revenue Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | Dec. 25, 2021 | |
Revenues | $ 1,094,998 | $ 2,230,467 | |||
Interest income | 49,145 | 114,682 | |||
Revenues: | |||||
Lease Income | 7,341 | 15,365 | |||
Deferred Revenue | 62,584 | 62,584 | $ 70,614 | ||
Deferred Revenue, Noncurrent | 10,061 | 10,061 | 8,400 | ||
Contract with Customer, Liability | 25,561 | $ 37,626 | 25,561 | $ 37,626 | |
Accounts receivable | 162,329 | 162,329 | 86,087 | ||
Financing Receivable, before Allowance for Credit Loss | 11,634 | 11,634 | 13,864 | ||
Vitamin Shoppe [Member] | |||||
Revenues | 306,897 | 302,555 | 617,851 | 597,295 | |
Revenues: | |||||
Lease Income | 0 | 0 | 0 | 0 | |
American Freight [Member] | |||||
Revenues | 226,428 | 268,807 | 467,843 | 527,323 | |
Interest income | 191 | 290 | 387 | 585 | |
Revenues: | |||||
Lease Income | 0 | 0 | 0 | 0 | |
Pet Supplies Plus | |||||
Revenues | 302,733 | 275,760 | 603,946 | 327,069 | |
Interest income | 67 | 71 | 139 | 84 | |
Revenues: | |||||
Lease Income | 0 | 0 | 0 | 0 | |
Buddy's [Member] | |||||
Revenues | 14,129 | 15,636 | 29,713 | 32,416 | |
Interest income | 0 | 0 | |||
Revenues: | |||||
Lease Income | 7,341 | 8,797 | 15,365 | 17,750 | |
Sylvan | |||||
Revenues | 11,512 | 21,556 | |||
Revenues: | |||||
Lease Income | 0 | 0 | |||
Badcock | |||||
Revenues | 233,299 | 489,558 | |||
Interest income | 48,887 | 114,156 | |||
Revenues: | |||||
Lease Income | 0 | 0 | |||
Consolidated | |||||
Revenues | 862,758 | 1,484,103 | |||
Interest income | 361 | 669 | |||
Revenues: | |||||
Lease Income | 8,797 | 17,750 | |||
Retail [Member] | |||||
Revenues | 814,262 | 1,666,477 | |||
Retail [Member] | Vitamin Shoppe [Member] | |||||
Revenues | 306,183 | 302,473 | 616,614 | 597,213 | |
Retail [Member] | American Freight [Member] | |||||
Revenues | 194,789 | 239,476 | 406,301 | 478,534 | |
Retail [Member] | Pet Supplies Plus | |||||
Revenues | 151,421 | 156,851 | 313,970 | 188,216 | |
Retail [Member] | Buddy's [Member] | |||||
Revenues | 661 | 1,069 | 1,731 | 2,436 | |
Retail [Member] | Sylvan | |||||
Revenues | 13 | 24 | |||
Retail [Member] | Badcock | |||||
Revenues | 161,195 | 327,837 | |||
Retail [Member] | Consolidated | |||||
Revenues | 699,869 | 1,266,399 | |||
Wholesale | |||||
Revenues | 137,747 | 264,696 | |||
Wholesale | Vitamin Shoppe [Member] | |||||
Revenues | 314 | 488 | |||
Wholesale | American Freight [Member] | |||||
Revenues | 3,237 | 6,780 | |||
Wholesale | Pet Supplies Plus | |||||
Revenues | 134,196 | 105,899 | 257,428 | 123,186 | |
Wholesale | Buddy's [Member] | |||||
Revenues | 0 | 0 | |||
Wholesale | Sylvan | |||||
Revenues | 0 | 0 | |||
Wholesale | Badcock | |||||
Revenues | 0 | 0 | |||
Wholesale | Consolidated | |||||
Revenues | 105,899 | 123,186 | |||
Product [Member] | |||||
Revenues | 952,009 | 1,931,173 | |||
Product [Member] | Vitamin Shoppe [Member] | |||||
Revenues | 306,497 | 302,473 | 617,102 | 597,213 | |
Product [Member] | American Freight [Member] | |||||
Revenues | 198,026 | 239,476 | 413,081 | 478,534 | |
Product [Member] | Pet Supplies Plus | |||||
Revenues | 285,617 | 262,750 | 571,398 | 311,402 | |
Product [Member] | Buddy's [Member] | |||||
Revenues | 661 | 1,069 | 1,731 | 2,436 | |
Product [Member] | Sylvan | |||||
Revenues | 13 | 24 | |||
Product [Member] | Badcock | |||||
Revenues | 161,195 | 327,837 | |||
Product [Member] | Consolidated | |||||
Revenues | 805,768 | 1,389,585 | |||
Royalties and Advertising [Member] | |||||
Revenues | 25,389 | 49,466 | |||
Royalties and Advertising [Member] | Vitamin Shoppe [Member] | |||||
Revenues | 207 | 82 | 341 | 82 | |
Royalties and Advertising [Member] | American Freight [Member] | |||||
Revenues | 516 | 972 | 1,064 | 972 | |
Royalties and Advertising [Member] | Pet Supplies Plus | |||||
Revenues | 9,395 | 6,274 | 18,457 | 8,473 | |
Royalties and Advertising [Member] | Buddy's [Member] | |||||
Revenues | 4,603 | 4,009 | 9,427 | 8,566 | |
Royalties and Advertising [Member] | Sylvan | |||||
Revenues | 10,668 | 20,177 | |||
Royalties and Advertising [Member] | Badcock | |||||
Revenues | 0 | 0 | |||
Royalties and Advertising [Member] | Consolidated | |||||
Revenues | 11,337 | 18,093 | |||
Financial Service [Member] | |||||
Revenues | 10,860 | 11,951 | 19,034 | 20,530 | |
Financial Service [Member] | Vitamin Shoppe [Member] | |||||
Revenues | 0 | 0 | |||
Interest income | 0 | 0 | |||
Financial Service [Member] | American Freight [Member] | |||||
Revenues | 10,860 | 11,951 | 19,034 | 20,530 | |
Financial Service [Member] | Pet Supplies Plus | |||||
Revenues | 0 | 0 | |||
Financial Service [Member] | Buddy's [Member] | |||||
Revenues | 0 | 0 | |||
Financial Service [Member] | Sylvan | |||||
Revenues | 0 | 0 | |||
Financial Service [Member] | Badcock | |||||
Revenues | 0 | 0 | |||
Membership [Member] | |||||
Revenues | 25,203 | 51,831 | |||
Membership [Member] | Vitamin Shoppe [Member] | |||||
Revenues | 0 | 0 | |||
Membership [Member] | American Freight [Member] | |||||
Revenues | 10,677 | 13,100 | 22,156 | 19,498 | |
Membership [Member] | Pet Supplies Plus | |||||
Revenues | 0 | 0 | |||
Membership [Member] | Buddy's [Member] | |||||
Revenues | 1,480 | 1,716 | 3,084 | 3,522 | |
Membership [Member] | Sylvan | |||||
Revenues | 0 | 0 | |||
Membership [Member] | Badcock | |||||
Revenues | 13,046 | 26,591 | |||
Membership [Member] | Consolidated | |||||
Revenues | 14,816 | 23,020 | |||
Service, Other [Member] | |||||
Revenues | 25,051 | 48,916 | |||
Service, Other [Member] | Vitamin Shoppe [Member] | |||||
Revenues | 193 | 0 | 408 | 0 | |
Service, Other [Member] | American Freight [Member] | |||||
Revenues | 6,158 | 3,018 | 12,121 | 7,204 | |
Service, Other [Member] | Pet Supplies Plus | |||||
Revenues | 7,654 | 6,665 | 13,952 | 7,110 | |
Service, Other [Member] | Buddy's [Member] | |||||
Revenues | 44 | 45 | 106 | 142 | |
Service, Other [Member] | Sylvan | |||||
Revenues | 831 | 1,355 | |||
Service, Other [Member] | Badcock | |||||
Revenues | 10,171 | 20,974 | |||
Service, Other [Member] | Consolidated | |||||
Revenues | 9,728 | 14,456 | |||
Service [Member] | |||||
Revenues | 135,648 | 283,929 | |||
Service [Member] | Vitamin Shoppe [Member] | |||||
Revenues | 400 | 82 | 749 | 82 | |
Service [Member] | American Freight [Member] | |||||
Revenues | 28,402 | 29,331 | 54,762 | 48,789 | |
Service [Member] | Pet Supplies Plus | |||||
Revenues | 17,116 | 13,010 | 32,548 | 15,667 | |
Service [Member] | Buddy's [Member] | |||||
Revenues | 6,127 | 5,770 | 12,617 | 12,230 | |
Service [Member] | Sylvan | |||||
Revenues | 11,499 | 21,532 | |||
Service [Member] | Badcock | |||||
Revenues | 72,104 | 161,721 | |||
Service [Member] | Consolidated | |||||
Revenues | 48,193 | 76,768 | |||
Gift Cards And Loyalty Programs | |||||
Revenues: | |||||
Contract with Customer, Liability | 8,028 | $ 7,604 | 8,028 | $ 7,604 | |
Franchise Fees | |||||
Revenues: | |||||
Contract with Customer, Liability | $ 18,934 | $ 18,934 | $ 16,984 |
Revenue Revenue (Details 1)
Revenue Revenue (Details 1) - USD ($) $ in Thousands | Jun. 25, 2022 | Dec. 25, 2021 |
Revenue from Contract with Customer [Abstract] | ||
Deferred Revenue | $ 62,584 | $ 70,614 |
Revenue Revenue (Details 2)
Revenue Revenue (Details 2) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Revenues | $ 1,094,998 | $ 2,230,467 | ||
Lease Income | 7,341 | 15,365 | ||
Interest income | 49,145 | 114,682 | ||
Product [Member] | ||||
Revenues | 952,009 | 1,931,173 | ||
Royalties and Advertising [Member] | ||||
Revenues | 25,389 | 49,466 | ||
Financial Service [Member] | ||||
Revenues | 10,860 | $ 11,951 | 19,034 | $ 20,530 |
Membership [Member] | ||||
Revenues | 25,203 | 51,831 | ||
Service, Other [Member] | ||||
Revenues | 25,051 | 48,916 | ||
Service [Member] | ||||
Revenues | 135,648 | 283,929 | ||
Retail [Member] | ||||
Revenues | 814,262 | 1,666,477 | ||
Wholesale | ||||
Revenues | 137,747 | 264,696 | ||
Vitamin Shoppe [Member] | ||||
Revenues | 306,897 | 302,555 | 617,851 | 597,295 |
Lease Income | 0 | 0 | 0 | 0 |
Vitamin Shoppe [Member] | Product [Member] | ||||
Revenues | 306,497 | 302,473 | 617,102 | 597,213 |
Vitamin Shoppe [Member] | Royalties and Advertising [Member] | ||||
Revenues | 207 | 82 | 341 | 82 |
Vitamin Shoppe [Member] | Financial Service [Member] | ||||
Revenues | 0 | 0 | ||
Interest income | 0 | 0 | ||
Vitamin Shoppe [Member] | Membership [Member] | ||||
Revenues | 0 | 0 | ||
Vitamin Shoppe [Member] | Service, Other [Member] | ||||
Revenues | 193 | 0 | 408 | 0 |
Vitamin Shoppe [Member] | Service [Member] | ||||
Revenues | 400 | 82 | 749 | 82 |
Vitamin Shoppe [Member] | Retail [Member] | ||||
Revenues | 306,183 | 302,473 | 616,614 | 597,213 |
Vitamin Shoppe [Member] | Wholesale | ||||
Revenues | 314 | 488 | ||
American Freight [Member] | ||||
Revenues | 226,428 | 268,807 | 467,843 | 527,323 |
Lease Income | 0 | 0 | 0 | 0 |
Interest income | 191 | 290 | 387 | 585 |
American Freight [Member] | Product [Member] | ||||
Revenues | 198,026 | 239,476 | 413,081 | 478,534 |
American Freight [Member] | Royalties and Advertising [Member] | ||||
Revenues | 516 | 972 | 1,064 | 972 |
American Freight [Member] | Financial Service [Member] | ||||
Revenues | 10,860 | 11,951 | 19,034 | 20,530 |
American Freight [Member] | Membership [Member] | ||||
Revenues | 10,677 | 13,100 | 22,156 | 19,498 |
American Freight [Member] | Service, Other [Member] | ||||
Revenues | 6,158 | 3,018 | 12,121 | 7,204 |
American Freight [Member] | Service [Member] | ||||
Revenues | 28,402 | 29,331 | 54,762 | 48,789 |
American Freight [Member] | Retail [Member] | ||||
Revenues | 194,789 | 239,476 | 406,301 | 478,534 |
American Freight [Member] | Wholesale | ||||
Revenues | 3,237 | 6,780 | ||
Buddy's [Member] | ||||
Revenues | 14,129 | 15,636 | 29,713 | 32,416 |
Lease Income | 7,341 | 8,797 | 15,365 | 17,750 |
Interest income | 0 | 0 | ||
Buddy's [Member] | Product [Member] | ||||
Revenues | 661 | 1,069 | 1,731 | 2,436 |
Buddy's [Member] | Royalties and Advertising [Member] | ||||
Revenues | 4,603 | 4,009 | 9,427 | 8,566 |
Buddy's [Member] | Financial Service [Member] | ||||
Revenues | 0 | 0 | ||
Buddy's [Member] | Membership [Member] | ||||
Revenues | 1,480 | 1,716 | 3,084 | 3,522 |
Buddy's [Member] | Service, Other [Member] | ||||
Revenues | 44 | 45 | 106 | 142 |
Buddy's [Member] | Service [Member] | ||||
Revenues | 6,127 | 5,770 | 12,617 | 12,230 |
Buddy's [Member] | Retail [Member] | ||||
Revenues | 661 | 1,069 | 1,731 | 2,436 |
Buddy's [Member] | Wholesale | ||||
Revenues | 0 | 0 | ||
Pet Supplies Plus | ||||
Revenues | 302,733 | 275,760 | 603,946 | 327,069 |
Lease Income | 0 | 0 | 0 | 0 |
Interest income | 67 | 71 | 139 | 84 |
Pet Supplies Plus | Product [Member] | ||||
Revenues | 285,617 | 262,750 | 571,398 | 311,402 |
Pet Supplies Plus | Royalties and Advertising [Member] | ||||
Revenues | 9,395 | 6,274 | 18,457 | 8,473 |
Pet Supplies Plus | Financial Service [Member] | ||||
Revenues | 0 | 0 | ||
Pet Supplies Plus | Membership [Member] | ||||
Revenues | 0 | 0 | ||
Pet Supplies Plus | Service, Other [Member] | ||||
Revenues | 7,654 | 6,665 | 13,952 | 7,110 |
Pet Supplies Plus | Service [Member] | ||||
Revenues | 17,116 | 13,010 | 32,548 | 15,667 |
Pet Supplies Plus | Retail [Member] | ||||
Revenues | 151,421 | 156,851 | 313,970 | 188,216 |
Pet Supplies Plus | Wholesale | ||||
Revenues | $ 134,196 | 105,899 | $ 257,428 | 123,186 |
Consolidated | ||||
Revenues | 862,758 | 1,484,103 | ||
Lease Income | 8,797 | 17,750 | ||
Interest income | 361 | 669 | ||
Consolidated | Product [Member] | ||||
Revenues | 805,768 | 1,389,585 | ||
Consolidated | Royalties and Advertising [Member] | ||||
Revenues | 11,337 | 18,093 | ||
Consolidated | Membership [Member] | ||||
Revenues | 14,816 | 23,020 | ||
Consolidated | Service, Other [Member] | ||||
Revenues | 9,728 | 14,456 | ||
Consolidated | Service [Member] | ||||
Revenues | 48,193 | 76,768 | ||
Consolidated | Retail [Member] | ||||
Revenues | 699,869 | 1,266,399 | ||
Consolidated | Wholesale | ||||
Revenues | $ 105,899 | $ 123,186 |
Long-Term Obligations (Details)
Long-Term Obligations (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 25, 2022 | Dec. 25, 2021 | |
Credit facility | ||
Debt Securitized by Accounts Receivable, Net of Discount | $ 398,683 | $ 407,502 |
Other Long-term Debt | 8,399 | 10,537 |
Long-term Debt and Lease Obligation, Including Current Maturities | 1,603,893 | 1,869,895 |
Current Installments of Long-Term Obligation | 322,363 | 486,170 |
Long-term Debt, Excluding Current Maturities | 1,281,530 | 1,383,725 |
Debt Securitized by Accounts Receivable, Gross of Discount | 335,600 | |
Amortization of Debt Discount (Premium) | 63,100 | |
Asset-backed Securities, Securitized Loans and Receivables | ||
Credit facility | ||
Debt Securitized by Accounts Receivable, Net of Discount | 315,600 | |
Debt Securitized by Accounts Receivable, Gross of Discount | 265,600 | |
Term loan | ||
Credit facility | ||
Total debt | 1,081,082 | 1,425,391 |
Revolver | ||
Credit facility | ||
Total debt | 108,500 | 20,000 |
Finance Lease Liability [Member] | ||
Credit facility | ||
Total debt | 7,229 | 6,465 |
Senior Secured Notes, First Lien Credit Agreement | Term loan | ||
Credit facility | ||
Debt Instrument, Face Amount | 792,799 | 790,057 |
Senior Secured Notes, First Lien Credit Agreement | Badcock First Lien Term Loan | ||
Credit facility | ||
Debt Instrument, Face Amount | 0 | 201,530 |
Senior Lien | Term loan | ||
Credit facility | ||
Debt Instrument, Face Amount | 288,283 | 287,188 |
Senior Secured Notes, Second Lien Credit Agreement | Term loan | ||
Credit facility | ||
Debt Instrument, Face Amount | 0 | $ 146,616 |
Short-term Debt | ||
Credit facility | ||
Amortization of Debt Discount (Premium) | 50,000 | |
Third Amended And Restated Loan And Security Agreement | Revolver | ||
Credit facility | ||
Debt Instrument, Face Amount | 250,000 | |
Maximum borrowing capacity | 200,000 | |
Proceeds from Lines of Credit | $ 108,500 | |
Debt Instrument, Covenant, Event Of Default, Additional Interest, If Criteria Met, Percentage | 2% | |
Senior Subordinated Notes | Long-term Debt | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | ||
Credit facility | ||
Debt Instrument, Currency | 0.0 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jul. 10, 2019 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Income Tax Disclosure [Abstract] | ||||
Tax Receivable Agreement, Payment to Non-controlling Holders | 40% | |||
Effective Income Tax Rate Reconciliation at Federal Statutory Income Tax Rate, Amount | $ 0.078 | $ 0.245 | $ (0.020) |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Stockholders' Equity | ||||
Dividends, Preferred Stock | $ (2,129) | $ (2,128) | $ (4,257) | $ (4,257) |
Net Income (Loss) from Continuing Operations Available to Common Shareholders, Basic | 38,854 | 30,393 | 49,044 | (71) |
Income (Loss) from Discontinued Operations, Net of Tax, Attributable to Parent | 0 | |||
Net Income (Loss) Available to Common Stockholders, Basic | $ 38,854 | $ 36,608 | $ 49,044 | $ 48,292 |
Weighted Average Number of Shares Outstanding, Basic | 40,356,299 | 40,175,058 | 40,331,855 | 40,142,571 |
Weighted Average Number of Shares Outstanding, Diluted | 41,126,605 | 40,905,567 | 41,148,668 | 40,142,571 |
Incremental Common Shares Attributable to Dilutive Effect of Options and Restricted Stock Units | 770,306 | 730,509 | 816,813 | 0 |
Basic | $ 0.96 | $ 0.76 | $ 1.22 | $ 0 |
Income (Loss) from Discontinued Operations and Disposal of Discontinued Operations, Net of Tax, Per Basic Share | 0 | 0.15 | 0 | 1.20 |
Earnings Per Share, Basic | 0.96 | 0.91 | 1.22 | 1.20 |
Diluted | 0.94 | 0.74 | 1.19 | 0 |
Diluted | 0 | 0.15 | 0 | 1.20 |
Earnings Per Share, Diluted | $ 0.94 | $ 0.89 | $ 1.19 | $ 1.20 |
Common Class A [Member] | ||||
Stockholders' Equity | ||||
Income (Loss) from Continuing Operations, Net of Tax, Attributable to Parent | $ 40,983 | |||
Weighted Average Number of Shares Outstanding, Basic | 40,356,299 | 40,175,058 | 40,331,855 | 40,142,571 |
Earnings Per Share, Basic | $ 0.96 | $ 0.91 | $ 1.22 | $ 1.20 |
Stock Compensation Plans (Detai
Stock Compensation Plans (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | |
Jun. 25, 2022 | Jun. 25, 2022 | May 18, 2022 | |
Nonvested stock option activity, Weighted average exercise price | |||
Stock Repurchase Program, Authorized Amount | $ 500 | ||
Restricted Stock Units | |||
Nonvested stock option activity, Nonvested options | |||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number, Beginning Balance | 269,708 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted | 118,359 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | (58,175) | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Expirations | 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number | 329,892 | 329,892 | |
Nonvested stock option activity, Weighted average exercise price | |||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Weighted Average Grant Date Fair Value | $ 27.92 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted, Weighted Average Grant Date Fair Value | 42.15 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | 41.68 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Expirations, Weighted Average Grant Date Fair Value | 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Weighted Average Grant Date Fair Value | $ 32.98 | $ 32.98 | |
Performance Shares | |||
Nonvested stock option activity, Nonvested options | |||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number, Beginning Balance | 706,260 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted | 101,366 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Expirations | 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number | 807,626 | 807,626 | |
Nonvested stock option activity, Weighted average exercise price | |||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Weighted Average Grant Date Fair Value | $ 19.90 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted, Weighted Average Grant Date Fair Value | 42.41 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Expirations, Weighted Average Grant Date Fair Value | 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Weighted Average Grant Date Fair Value | $ 22.72 | $ 22.72 | |
Performance Shares | MegaGrant | |||
Nonvested stock option activity, Nonvested options | |||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number, Beginning Balance | 826,926 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted | 70,000 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Expirations | 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number | 896,926 | 896,926 | |
Nonvested stock option activity, Weighted average exercise price | |||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Weighted Average Grant Date Fair Value | $ 20.13 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted, Weighted Average Grant Date Fair Value | $ 39.67 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Expirations, Weighted Average Grant Date Fair Value | 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Weighted Average Grant Date Fair Value | $ 21.66 | $ 21.66 | |
Share-based Payment Arrangement, Option [Member] | |||
Nonvested stock option activity, Weighted average exercise price | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 317,033 | 317,033 | |
Weighted average exercise price (in dollars per share) | $ 9.92 | $ 9.92 | |
Share-based Payment Arrangement, Option [Member] | Exercise Price, Range One [Member] | |||
Nonvested stock option activity, Weighted average exercise price | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 204,500 | 204,500 | |
Weighted average exercise price (in dollars per share) | $ 8.80 | $ 8.80 | |
Share-based Payment Arrangement, Option, Exercise Price Range, Outstanding, Weighted Average Remaining Contractual Term | 1 year | ||
Share-based Payment Arrangement, Option [Member] | Exercise Price, Range Two [Member] | |||
Nonvested stock option activity, Weighted average exercise price | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 112,533 | 112,533 | |
Weighted average exercise price (in dollars per share) | $ 11.97 | $ 11.97 | |
Share-based Payment Arrangement, Option, Exercise Price Range, Outstanding, Weighted Average Remaining Contractual Term | 1 year 7 months 6 days |
Stock Compensation Plans (Det_2
Stock Compensation Plans (Details 2) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | |
Jun. 25, 2022 | Jun. 25, 2022 | Jun. 26, 2021 | |
stock awards expense [Member] | Accounts Payable and Accrued Liabilities | |||
Stock options outstanding and exercisable | |||
Share-based Payment Arrangement, Expense | $ 3.8 | ||
Share-based Payment Arrangement, Option [Member] | |||
Stock options outstanding and exercisable | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 317,033 | 317,033 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | (15,000) | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures and Expirations in Period | 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 9.92 | $ 9.92 | |
Outstanding at the beginning of the period (in shares) | 0 | 0 | |
Share-based Payment Arrangement, Option [Member] | Exercise Price, Range One [Member] | |||
Stock options outstanding and exercisable | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 204,500 | 204,500 | |
Share-based Payment Arrangement, Option [Member] | Exercise Price, Range two | |||
Stock options outstanding and exercisable | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 112,533 | 112,533 | |
Restricted Stock Units | |||
Stock options outstanding and exercisable | |||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 7.6 | $ 7.6 | |
Restricted Stock Units | Accounts Payable and Accrued Liabilities | |||
Stock options outstanding and exercisable | |||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | 3.8 | 3.8 | |
Performance Shares | |||
Stock options outstanding and exercisable | |||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | 9.3 | 9.3 | |
MegaGrant | |||
Stock options outstanding and exercisable | |||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 13.6 | $ 13.6 | |
Stock Option Plan | |||
Stock options outstanding and exercisable | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 317,033 | 317,033 | 355,221 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 0 |
Restricted Stock Units (Details
Restricted Stock Units (Details 3) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | |
Jun. 25, 2022 | Jun. 25, 2022 | Dec. 25, 2021 | |
Restricted Stock Units | |||
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted | 118,359 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number | 329,892 | 329,892 | 269,708 |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted, Weighted Average Grant Date Fair Value | $ 42.15 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 58,175 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | $ 41.68 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Expirations | 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Expirations, Weighted Average Grant Date Fair Value | $ 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Weighted Average Grant Date Fair Value | $ 32.98 | $ 32.98 | $ 27.92 |
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 7.6 | $ 7.6 | |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted, Weighted Average Grant Date Fair Value | $ 42.15 | ||
Performance Shares | |||
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted | 101,366 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number | 807,626 | 807,626 | 706,260 |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted, Weighted Average Grant Date Fair Value | $ 42.41 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | $ 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Expirations | 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Expirations, Weighted Average Grant Date Fair Value | $ 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Weighted Average Grant Date Fair Value | $ 22.72 | $ 22.72 | $ 19.90 |
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 9.3 | $ 9.3 | |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted, Weighted Average Grant Date Fair Value | $ 42.41 | ||
Performance Shares | MegaGrant | |||
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted | 70,000 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number | 896,926 | 896,926 | 826,926 |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted, Weighted Average Grant Date Fair Value | $ 39.67 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | $ 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Expirations | 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Expirations, Weighted Average Grant Date Fair Value | $ 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Weighted Average Grant Date Fair Value | 21.66 | $ 21.66 | $ 20.13 |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Granted, Weighted Average Grant Date Fair Value | $ 39.67 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Millions | 6 Months Ended | ||
Jul. 10, 2019 | Jun. 27, 2020 | Jun. 25, 2022 | |
Related Party Transaction [Line Items] | |||
Tax Receivable Agreement, Payment to Non-controlling Holders | 40% | ||
Tax Receivable Agreement, Payment to Non-controlling Holders | $ 17.3 | ||
Vintage RTO, L.P. ownership [Member] | |||
Related Party Transaction [Line Items] | |||
aggregate voting power | 28% | ||
Payment to Noncontrolling Holders [Member] | |||
Related Party Transaction [Line Items] | |||
Tax Receivable Agreement, Payment to Non-controlling Holders | 40% |
Commitments and Contingencies (
Commitments and Contingencies (Details) - Property Lease Guarantee - USD ($) $ in Millions | Jun. 25, 2022 | Dec. 25, 2021 |
Commitments and contingencies | ||
Loss Contingency, Estimate of Possible Loss | $ 26.1 | $ 22.9 |
Other Commitments [Line Items] | ||
Loss Contingency, Estimate of Possible Loss | $ 26.1 | $ 22.9 |
Segments (Details)
Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | Dec. 25, 2021 | |
Segment Reporting Information [Line Items] | |||||
Operating Income (Loss) | $ 77,106 | $ 58,156 | $ 207,472 | $ 111,131 | |
Goodwill | 806,653 | 806,653 | $ 806,536 | ||
Assets | 3,815,001 | 3,815,001 | 3,913,171 | ||
Revenues | 1,094,998 | 2,230,467 | |||
Vitamin Shoppe [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Operating Income (Loss) | 31,017 | 29,763 | 66,371 | 63,037 | |
Goodwill | 1,277 | 1,277 | 1,277 | ||
Assets | 641,885 | 641,885 | 596,964 | ||
Revenues | 306,897 | 302,555 | 617,851 | 597,295 | |
American Freight [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Operating Income (Loss) | 5,029 | 21,956 | 16,242 | 47,086 | |
Goodwill | 370,829 | 370,829 | 370,829 | ||
Assets | 984,055 | 984,055 | 959,282 | ||
Revenues | 226,428 | 268,807 | 467,843 | 527,323 | |
Pet Supplies Plus | |||||
Segment Reporting Information [Line Items] | |||||
Operating Income (Loss) | 18,654 | 10,578 | 35,675 | 6,409 | |
Goodwill | 336,042 | 336,042 | 335,875 | ||
Assets | 967,913 | 967,913 | 957,849 | ||
Revenues | 302,733 | 275,760 | 603,946 | 327,069 | |
Buddy's [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Operating Income (Loss) | 3,561 | 3,367 | 7,626 | 7,640 | |
Goodwill | 79,099 | 79,099 | 79,099 | ||
Assets | 141,017 | 141,017 | 146,033 | ||
Revenues | 14,129 | 15,636 | 29,713 | 32,416 | |
Overhead [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Operating Income (Loss) | (13,691) | (7,508) | (22,157) | (13,041) | |
Badcock | |||||
Segment Reporting Information [Line Items] | |||||
Operating Income (Loss) | 30,903 | 0 | 101,134 | 0 | |
Assets | 880,116 | 880,116 | 1,062,310 | ||
Revenues | 233,299 | 489,558 | |||
Sylvan Learning | |||||
Segment Reporting Information [Line Items] | |||||
Operating Income (Loss) | 1,633 | 0 | 2,581 | 0 | |
Goodwill | 19,406 | 19,406 | 19,456 | ||
Assets | 102,232 | 102,232 | 103,850 | ||
Consolidated | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 862,758 | 1,484,103 | |||
Operating Segments [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Operating Income (Loss) | 90,797 | $ 65,664 | 229,629 | $ 124,172 | |
Assets | 3,717,218 | 3,717,218 | 3,826,288 | ||
Corporate, Non-Segment [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Assets | $ 97,783 | $ 97,783 | $ 86,883 |
Subsequent Event Subsequent E_2
Subsequent Event Subsequent Events (Details) $ in Millions | 1 Months Ended |
May 05, 2022 USD ($) | |
Subsequent Event [Line Items] | |
Proceeds from Sale of Real Estate | $ 23.5 |
Uncategorized Items - frg-20220
Label | Element | Value |
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents | us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents | $ 292,714,000 |
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents | us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents | $ 151,502,000 |